Predators and Prey
by kimah36
Summary: On a routine night patrol the turtles discover the beginnings of an evil plot to take the city. Long believing they are the only mutants that exist they meet three more, one of which is a were-lioness named Asha. Their paths collide, as they are all set on a course of death and revenge, that will change all of their lives. Set two years after the events of the 2014 movie-verse.
1. Chapter 1 Predators and Prey

**Predators and Prey**

The full moon hung low over the New York skyline. Asha stood on the edge of an old warehouse roof, peering over the side. She tracked them right into the city before the trail had gone cold. Asha had been here for at least two weeks which was unexpected, and she felt it was unacceptable given what was at stake. She fully expected to have found, possibly interrogated, and summarily dispatched her prey. She had been watching the adjacent warehouse for any sign of them. She didn't have any particular leads, but decided that such disgusting creatures would only be found in the dirtiest most crime ridden part of town.

As Asha crouched and peered over at the side door, she saw figures coming out. The doorway was to the side of the building and shrouded in shadow. Three men emerged from the door. Two of them appeared to be tall and thin, and the third was short and kind of fat. Walking over to the front of the seemingly abandoned warehouse they paused. Tall guy number one fished out a pack of cigarettes, and doled out one to each of his buddies. The fat one lit them up and seemed to relax.

"So when's this guy gonna show up, eh?" asked tall guy number two. He took a long drag and looked around. He was hunched as if against the cold, but the night was a warm summer night.

"Just shut the hell up an' wait will ya? Always so damn nervous, but you ain't got shit to do tonight no way." Tall guy number one scowled briefly at guy number two, and took his own long drag. Fat boy simply looked annoyed at his two companions, as if he were above the petty bickering. After a few moments of awkward silence, tall guy number two piped up again.

"So what's his name again? It was something stupid like rock slide or rock candy….Rocksteady!" Tall guy number two seemed very pleased to have remembered it without being told.

At the mention of the name Asha's ears pricked up. This was the name of the disgusting monster that had attacked her family's dojo, killing some of the students, kidnapping a couple of the younger ones. She had heard his companion say his name in the midst of the attack. Asha and many of the students were knocked unconscious by the sudden blast that knocked down an entire wall of the dojo. When she came to, she awoke to nothing but chaos. The younger children were screaming and running, the older students and any of the Sifu's that were able were fighting a losing battle. Many of them had been wounded, and the sheer number of enemies coupled with a surprise attack had them on their heels. Asha was tempted to join the fighting, but saw that no one was paying attention to the children, and they were being rounded up. Quickly she gathered her wits and grabbed her staff and went after all the children she could see, fighting any intruder she saw. Asha managed to get to three or four children before she was confronted by what she _thought_ was a large man-like rhino. In the moments it took her to register what she was seeing, it shouted for men to attack her. The men appeared to be ninja or something similar. She fought them off with relative ease given the circumstances and without a transformation on her part. When they were defeated she realized it was only designed to distract her attention, while the younger students were either killed or taken.

At the thought of it Asha began to transform. It was quick and relatively painless for her to do. Asha in her human form was beautiful. Her ebony skin giving way to a medium thick layer of light to dark brown fur. Her short but muscular 5'6" frame extending to a full 6'8" of pure muscle, sinew, and raw power. Of the Mfalme tribe of West Africa, and born of noble lineage, Asha was a were-lion. Her eyes shone a beautiful amber color to match the stones set in her tribal jewelry, an ornate necklace and matching bangles. Her long tail she wrapped around her slender waist, and she grabbed her trusty staff that was near at hand. Coiled and ready to strike at a moment's notice, Asha was both beautiful and terrible in her current form. Just at that moment she heard the rumble of an old van make its way down the deserted stretch of street below. An old gray van ambled to a halt only a few yards from where the three men were standing. Immediately the back doors of the van swung open and several of those ninja types rushed out. They began to take large crates out of the van, three in all, and line them up in front of the three musketeers who seemed to have suddenly become extremely nervous. The passenger door opened slowly and a large figure stepped out. The van groaned in relief to be freed of the figures weight. Dressed in a very large black hoodie, military style camouflage pants, and impossibly large black boots, the figure moved towards the three men. They cowered and shrunk before his immense size.

Asha sniffed the air, her keen nose and eyes trained on this freakish being. It was him, the one they called Rocksteady. Her grip tightened on her staff as she readied herself to pounce on her unsuspecting victims. Something from the corner of her eyes gave her pause. Movement in the shadows not one rooftop away from her. They were silent, but not quite silent enough. Asha trained her senses in their general direction. What was that smell? She shook her head, for once not completely trusting her nose. It was distinctly a human smell, but also a reptilian undertone. Asha shook her head once more and quickly returned her attention to the men and the thing below. Suddenly, without any warning two of the ninja types went down, then quickly after four more. The men and the monster went into defense but a little too late. From the shadows there was movement. A chain came from the shadows as quick as the strike of any cobra and dragged tall guy number one away. Asha could see the glint of steel in the moonlight as swords slashed in a blur all about the remaining ninja types who appeared both too afraid to flee and too afraid to stay. In the meantime Rocksteady had produced a gun and was shooting wildly in every direction.

"You can't hit us bruh, we're like shadows! Heads up pretty boy, watch the 'chucks," a voice rang out with surprising glee. It was as though the owner of that voice couldn't be having more fun.

Asha couldn't believe it. Here she had tracked a monster successfully and her revenge was being taken by unknown assailants. Obviously they too must have been victims of this monster, but this was her fight and she wasn't going to miss out on the action. Already Rocksteady was making his way to the van, no doubt in retreat. He wasn't going to make it out of this alive tonight. Silent death leaped from the roof top to land in front of Rocksteady simultaneously knocking him to the ground with her staff. It was a long staff bamboo on the outside but reinforced steel at its core. It was heavy, but she wielded it effortlessly. Landing on her feet as cats are prone to do, she let out a blood curdling roar, and standing to her full 6'8" she towered over Rocksteady who was scrambling his large bulk to his feet. He moved faster than he looked, and in an instant he was snorting and charging at her, large horn aimed dangerously at her heart. She easily side stepped the attack and brought down her staff across the back of his skull. She desperately wanted to kill him, but held back. There were the children to think about. She needed answers and a dead humanoid rhino couldn't give them to her. Asha moved in for the knockout blow when the end of a whip chain whizzed by her head, just barely missing her ear.

"Not today Thunda'cat," a deep gruff voice half said and half growled to her. In a blur Asha was on the wielder of the whip chain. He hadn't expected her to change directions like that, but he also wasn't caught off guard. What did surprise him was the strength behind the impact of her staff as it connected with his already cracked carapace. Wheeling around to face her, she had already moved around him and was making her way back to Rocksteady who was groggily getting to his feet. She was back on him, raining fierce blows on his head and back, with exceptional skill and a great flourish, twirling her staff with each attack until it became a blur. Rocksteady wasn't used to being down. The world swam away from him as he tried to get up, but until this day since his mutation, he had not met his match in strength. He thought before long she would kill him unless he could get his gun which had fallen desperately out of his reach. Sensing her fury and this other mutants impending death at the lioness' hands, the turtles moved quickly to stop her.

"Hey Thunda'cat, I said not TODAY!" The red banded turtle screamed as he barreled into her like a freight train. She was knocked off her feet and a little ways into the air. Asha landed on her feet like a champ, but she was hit and hit hard. Quickly she registered Rocksteady's more than likely lifeless body, and felt a pang of sorrow. She had blown what chances she had for interrogation. Her other attackers then stepped out of the shadows. Tensed and still with more than enough fight left in her, she watched as the figure showed itself. It was a turtle. Asha had never seen a turtle shifter (because she hadn't known about mutagens) before and had to hide her amusement at the thought. He had a red bandana over his features as if he could have been mistaken for anything other than what he was. He snarled at her keeping his twin Sai drawn and never taking his eyes from her. Then before her appeared three more, each with a different colored head band on. The one in the blue stepped forward, katanas drawn. Asha made no moves either to escape or fight. She was trying to register what she was seeing. Of course it wasn't entirely strange given her current form, but it was kind of funny. The corners of her mouth turned up into what could have been a smile had it been seen in another dimension. Slowly she rose to her feet from a crouching position. Standing now at her full height she was surprised to find the one in purple pretty much her height. He also wielded a staff, and at this Asha raised a non-existent brow. Sensing that there was no mortal danger from these four, Asha felt content to withdraw her weapon. The four turtles looked around at each other before the one in blue spoke.

"Hello, I'm Leonardo," the turtle in blue said as he stuck out a three fingered hand to shake.


	2. Chapter 2: Escape Artists

**A/N: Hello readers. I forgot to add this to the first chapter. This is my very first foray into the world of fanfiction ever. I loved the 2014 TMNT movie, particularly the design of the turtles, but also how their personalities were depicted. Just a couple things to point out, I have introduced obviously my own character Asha and I hope you all like her. Originally she was to be a Rakshasa (were tiger) but I didn't want any confusion between her and Tiger Claw. I have not seen the Nick TMNT series, so I cannot write stories based on those portrayals of the group. Also, Rocksteady and Bebop will be kind of out of character here. Instead of being comically stupid, or bumbling idiots who can barely follow orders, they will be vicious. I will maintain they are dimwitted, but that only serves to make them more brutal taking into account their previous lives of crime.**

**So with that said I hope you enjoy the story. Note the rating for later chapters, the violence will be intense and maybe even a few romantic/naughty parts :P. I DO NOT OWN TMNT or their characters, I only own Asha. Please review and tell what you think! *waves***

**Chapter 2: Escape Artists**

"Hello, I'm Leonardo," the turtle in blue held out a three fingered hand to shake.

Asha considered the hand, gave a single chuff and turned away, taking stock of the other three. They all turned to face Rocksteady when they heard a loud snore. He was unconscious and now asleep. Asha inwardly breathed a sigh of relief, he was still alive. The one in orange was snickering into his hand at the snoring, and then couldn't contain his laughter after Rocksteady let out a ripping fart in his sleep. This outburst earned the orange one a smack to the back of the head from the one in red.

"Shut up Mikey"

"OW!"

Mikey shut it, sort of, he was still giggling into his hand. The one in purple seemed to be engaged with a gadget on his wrist. He was facing her, eyes glued to the imagery fading in and out above the gadget. His mouth twisted into a slight grimace. Asha could see his mind working as if trying to crack a code or solve a difficult riddle.

"Leo, I'm running my scans but, I can't find any trace of mutagen on…her," at that last word looking up at Asha warily but also with great interest.

Leo was still looking at Asha, and to her amusement still had his hand extended. He was undaunted by her blowing him off before. He seemed determined to solidify the introduction. Reluctantly, Asha extended a paw. Her claws were razor sharp and she was careful not to cut Leo with them. She shook his hand, noting the rough feel of them and how large they were. Satisfied, Leo continued the introductions.

"My brother here in red is Raphael."

Raphael scowled, toothpick working in his mouth. He flexed his muscles and mumbled something under his breath that sounded suspiciously like another Thundercat reference, but other than that did not speak to Asha.

"This is Donatello our resident genius,"

Donatello looked up from his wrist with an odd look on his face that Asha couldn't read. He seemed half smiling but also a bit confused by her. He gave a small wave back.

"Hi," he said giving a brief smile and turned his attention back to his scan.

"And I'm Michelangelo, but you can call me Mikey, or boyfriend, or lover boy, whichever you prefer," Mikey said stepping forward and doing a butterfly kick landing just in front of Asha. She stepped back and immediately brought up her weapon, sidestepping and then tripping him making him land hard on his side.

Raphael bit down on his lip doing his best to stifle a laugh, and Donatello gave a chuckle followed by a snort. Leonardo stood silently shaking his head, but seemed amused nonetheless.

"OW! What's the deal my feline princess, just wanted to show you some moves." Mikey got up rubbing his side. Looking up at her she expected him to be angry, but he gave her a broad smile instead. Instantly she liked this one, he was gonna be cool to hang with.

"Well you got lame ass moves Mikey," Raphael said roughly, but obviously enjoying Mikey's embarrassment.

Leonardo still stood silently by taking in the sight of her. Asha was tall, and a lioness. He was still getting over the second part of that. Not to mention she was oddly beautiful, her necklace and bracelets shining beautifully in the moonlight. To his surprise she had on what seemed to be regular clothing. A black crop top shirt that hit her right above her midriff and showed a lot of cleavage up top. He averted his eyes to her pants which were nothing more spectacular than jogging pants with the legs pulled up above her calves, which were huge. She did not have any shoes on, but Leo couldn't think of any shoe that would fit her feet considering they were shaped like the hind legs of a real lion. Then again someone would have said that about him and his brothers who had worked out a way to wear shoes, courtesy of Mikey finding an old pair of FILA and tweaking them to fit.

Asha felt Leo's eyes on her and turned slowly to face him again. She had been eyeing Raphael, and he was none too pleased with the silent inspection. He was staring at her with a mix of caution and wonder. She supposed he had never seen the like of her and she decided to give them all a good look. Slowly she stepped in front of Leo, who now only had one katana brandished, the other was in its sheath. He gripped its pommel tighter just in case. Raphael stepped in a little closer also, positioning himself behind her while Donatello and Mikey went to see about Rocksteady. Not bothered by the male posturing Asha stepped up to Leo and looked down as she stood at least a head taller than him.

"I take it you are the leader"

Leo nodded.

"You came between a predator and their prey tonight. According to me that makes you also prey, in other words fair game."

Leo narrowed his eyes and laid an ever tighter grip on the pommel of his sword.

"Is that a threat fancy feast?" Raphael's voice boomed in her ear. He had closed the distance between them with frightening speed for one so large, and she could sense this was no mere posturing. If she moved she would be in a fight for her life, and with four of them she may not survive. If there had been only one or two the chances of her coming out on top were great indeed. She had to play this cool, but she would repay the cat insults later.

Asha let her staff drop to the ground without making any sudden moves. Low moans were coming from the direction of Mikey and Donnie as they watched the mutant rhino slowly regain consciousness.

"Ah, Leo we might wanna hurry and figure out what to do with, uh, this one over here," said Donatello as he kept a wary eye on the large mutant stirring on the ground.

Leo gave Donnie an almost imperceptible nod, as though to say 'be right there with you in a sec'.

"Who are you? Why are you here? What do you want with him? And how do you know about this place?"

"And before you speak I would advise you kindly to think. You WILL answer ALL the above questions, have no doubt about this." Leo said, stepping into Asha's personal space. Although he was physically shorter, his will was dominant. It was in her very nature to relent to strong alpha males. She cast her gaze down slightly staring at the ground between them. Somewhat submitted.

Behind her Raph adjusted his toothpick and flashed Leo an approving look. Rarely was Fearless so blunt, especially to females, but lately Leo had been in rare form. Raph would get to the bottom of that later. For now, he simply enjoyed Fearless growing a pair.

"So have at it Garfield we ain't got all night. Our leader here just asked you some questions. The way I figure it you can answer his, or you can answer mine, an' I ain't gonna be so easy as him"

"Asha, my name is Asha" she spoke quietly but confidently.

"Heh, so Friskies has a voice"

"Raph!"

"Fine, you deal wit' her" Raph said in a dramatic huff and marched over to Donnie and Mikey. Popping Mikey on the head for good measure, and kicking the rhino because he was moving a little too much.

"I'm here because of that abominable creature there. He….attacked me"

"The way I see it you attacked him."

Silence.

"Leo! He's waking up and I don't have any restraints for another mutant, let alone one of his size and apparent strength." Donnie said with some concern in his voice.

Asha could see Leo's struggle. Does he leave one potential threat to attend to another? He didn't know either of them, and both had proved to be a threat and possible enemy. She left her face neutral. She wouldn't be helping him with his responsibilities in the slightest.

The rhino made another loud grunt, this time making a weak swipe with one hand and struggling to his feet. Raph gave him another swift kick to the ribs to buy time.

"Leo. Now."

Leo turned his head for a quick moment to assess the commotion. Turning back towards Asha he went to say something along the lines of 'stay where you are', he found himself looking at empty space. He looked up just in time to see her making her way across the rooftops. He sighed somewhat relieved to only have to deal with one problem at a time. He made his way over to his brothers.

"Donnie, didn't you have some type of spray you were working on? Like a sleeping spray or something?" Leo asked chiding himself for not having any rope or straps.

"Oh yeah, actually I do have something that I've been working on lately. I mean I don't even know if it will work on a person let alone another mutant. It isn't as if I've got test subjects, well except for Mikey but who knows what he'll do with…."

"Donnie! Do ya got somethin' or don't ya" Raph yelled, instantly irritated by his brother's nervous babbling.

"Yeah, yeah sure. Here it is right here," Donnie said producing a small spray bottle from his pack and spraying it right in Rocksteady's face.

"Ah, what the hell did you spray to me you ugly fuck?" The rhino spoke with a growl mixed with what could have been a heavy Russian accent. The turtles had to strain to understand him. The rhino grasped at his face with large gray hands. His skin appeared rough to the touch and thick. His nostrils flared as he coughed, and his small black eyes were squeezed shut with tears starting to run down his cheeks. His mouth protruded in a sort of snout with a large horn like structure obscuring his entire face.

"The nerve callin' us ugly," said Raph with a disgusted look on his face.

Suddenly Rocksteady lurched forward in a desperate attempt to get away. Mikey popped him one good time with his nunchuks and then giggled. Somebody else's chance to feel a smack to the back of the head besides him.

"Just stay down bruh, this is totally not what you wanna do" Mikey said, feeling another adrenaline rush coming on. He hadn't gotten quite enough action in that last little skirmish, and he had a new move to try out.

"Name. Now." Leo said flatly. He pulled his katanas out and leveled one at the throat of the creature in front of him.

"Fuck you, you pieces of shit" spat Rocksteady. That last word coming out sounding like "sheet"

"Uh, did this dude just call us pieces of sheets, as in like paper?" Mikey asked with a bemused look on his face. He didn't know whether he should laugh or be slightly offended at being called a sheet.

Leo stepped a little closer, letting the mutant feel the tip of cold steel on his throat.

"I've already asked once…" he trailed off letting the threat hang in the air.

Raph shot Leo another approving glance. Definitely got a huge honking pair of balls tonight, that look said. What had gotten into old Fearless?

"I am Rocksteady" the mutant said rolling the "r" in his name. "I am the stuff of your fucking nightmares"

"Rocksteady? As in that old Aretha Franklin song? Who names themselves after old songs?" asked Donnie with his own bemused look.

While the turtles were attempting to question Rocksteady, one of the ninja types, whom they recognized as Foot soldiers stirred behind them. Raph saw the movement from the corner of his eye and yelled for them to duck. The foot soldier had inched his way towards one of the guns on the ground and began to shoot. The turtles took cover behind their shells all the while backing their way in the direction of the shots. This diversion gave Rocksteady the chance he needed. While the turtles were occupied with the foot soldier, the rhino had just enough of his wits to climb into the van and drive it away. It was sitting there idling the whole time. Rocksteady wasted no time peeling off as quickly as he could.

"Donnie!" Leo yelled.

Donatello pulled a modified shuriken from his belt and threw it at the escaping van. It stuck on the back door. Immediately Donnie activated the tracking device embedded in it.

"We just gonna let him get away like that huh Leo!"

"He's not going anywhere Raph, Donnie's tracking him at least for a while. We can pick up the trail later. Right now we need to get out of here. I have a feeling something is going on more than what we've seen here tonight," Leo said, sheathing his swords and heading to the rooftops.

"Oh yeah? And what about little miss litter paws, Donnie trackin' her too? Gonna pick her trail up later I guess?" Raph was getting angrier by the moment. The first action in months of patrolling yet he couldn't help but feel like it was a wasted trip. What did they know? Only that they had run into two mutants, one was cat woman and the other was a real live rhino from those old comics Mikey likes to read. Ran into a fucked up comic-con convention.

"We're on the move Raph," Leo said simply.

They quickly got to the rooftops and made their way back to the lair. Leo needed to tell Splinter about what they had seen. It may have to happen after a quick trip to the Ha'shi though. It was extremely late, and Splinter would have worried by now of their whereabouts.

They made their way back to the entrance of the lair. Splinter was nowhere to be found. They were all exhausted, but Leo was also very concerned over tonight's events. He decided to grab a bite to eat and just go to sleep. Mikey grabbed some chips and headed straight to his room to read some comics. Donnie hurried to the lab to see just why his spray didn't put the large mutant to sleep. Raph sat quietly in a corner of the common area watching Leo. He was seething that they didn't manage to get any information, let alone not capture either of the two mutants they saw tonight. Finally he grew tired of staring darts in Leo's direction and retired to his room. He'd get to Leo in the morning, but first some much needed rest.


	3. Chapter 3: New Mutants

**A/N: Hope you are liking the story so far. This is intended to be a take on what I would maybe like to see happen in a sequel. I will be taking a serious approach to the fights. The turtles in the movie are large and very strong, so hand-to-hand between them and humans ends one way. I intend to go completely in that direction (if not now surely in later chapters) in a way that the movie could not. Although Leo tossing a guy through the window of a moving train was nothing short of death anyway, lol.**

**Chapter 3: New Mutants**

Leo had barely slept all night, so welcomed his alarm when it went off. Immediately rising out of bed and careful not to wake his brothers just yet, he sought out his sensei. After getting himself together in the bathroom, he went to the kitchen to find Splinter sipping tea and reading the most recent newspaper. Leonardo made himself a cup and greeted his sensei.

"Good morning Sensei," Leonardo said giving a slight bow and waiting for a response before seating himself.

"Good morning my son," Splinter said returning the bow. "Did you sleep well last night?"

"No I didn't. I kept thinking about those other mutants we saw last night. Donnie said that the…lioness didn't have any traces of mutagen. He detected its traces all over that other rhino looking one."

Leo sat silently thinking. He was hoping his master would have something of value to add, an answer, but Splinter was content to watch the wheels turning in his son's mind. He sipped his tea slowly, never taking his eyes from Leo's furrowed brow.

"Do you think there could be other kinds of mutants father?" Leonardo asked finally.

Splinter raised his own brow and a small smile played upon his face. _This is why I chose him_ he thought to himself. He was always reassured of his decision.

"I never thought of the possibility that a human or an animal could be mutated without the aid of the mutagen, but that would be the only other answer. Maybe I will ask Donnie about it later, see if he can…."

"See if I can what?" Donnie asked strolling into the kitchen to make himself a pot of coffee.

"You're up early," Leo said. Donnie slept almost as late as Raphael mostly because he would be up all hours of the night working in his lab.

"Yeah well I couldn't sleep. I heard voices in here so I thought I may as well not fight it anymore. Just get on up I suppose." Donnie looked in the makeshift cabinet for pop tarts, found the empty box and threw it in the garbage, obviously irritated that they were gone.

"See if you could find some info on the internet about our feline friend from last night," Leo said, eyeing his brother and noting just how exhausted he looked.

"I did sort of google it last night," Donnie said sitting down and hunching his shoulders. "I just kept coming up with all these fan sites about werewolves and other were-creatures. I did find there to be lore about anthropomorphic lions, but not a whole lot of information about why there is a lore about them in the first place. The bit of information I did find seems to all point to the beginnings of the mythology in Africa, which makes sense seeing as how that is the only continent that lions are native to."

"So she's a were-lion thing?" Leonardo asked, not really ready to comprehend the existence of were-lions, and by extension werewolves. Mikey would love the idea though.

"Whoa, I didn't quite say that Leo. Werewolves and the like are simply fairytales. No one has ever proven them to be real." Donnie said, smiling slightly over the rim of his coffee cup. Coffee always put Donnie in a better disposition, almost working better than meditation with master Splinter.

"Someone would say the same about our existence too Donnie." Leo said matter-of-factly.

Donnie considered this statement. If April were to announce to the world that there are four mutated giant turtles living in the sewer along with an equally mutated giant rat, they would lock her in the looney bin post haste. Not to mention their attributes of speaking common English, having a humanoid shape, of average to above average human intelligence, and ninja masters. Yeah, all of that surely did not have urban legend written all over it.

Donnie sighed loudly, more mentally exhausted at the possibility that a mythology such as this could be real. He took another sip of his coffee without registering its taste. He looked over at his brother and his master, both of whom were looking at him expectantly. Donatello shrugged again.

"I need to think about what she is a little more. However, the most pressing issue may seem to be this other mutant. Most assuredly he was mutated using the mutagen that created us. How a rhinoceros was introduced into that mix, I don't think I want to know. Beyond that, he was delivering those crates when we showed up. He was also with foot soldiers and that can only mean that the foot are now operational once again. The logical conclusion is that there is a leader, but to our knowledge the Shredder died from the fall from Sachs tower." Donnie took another sip of his coffee, and chewed his lower lip in thought.

"It could be Karai," Leo said. "For all intents and purposes she seemed to be his right hand woman, not Eric Sachs. Shredder trusted her with his covert missions, I don't think he would trust her without her being proven trustworthy and valuable to him"

"Is Shredder dead?" Splinter asked, still nursing his tea and not looking up at his sons.

Donnie and Leo looked at each other eyes wide. Of course he was dead, they all saw him fall and no one could have survived it not even with that armor.

"Uh, dad we saw him fall with our own eyes," Donatello said eyeing his father and wearing a half-hearted grin. He hoped Splinter was joking as he did on rare occasion.

"Yes, Donatello you saw him fall, but did you confirm his death?" Splinter asked coolly. He wasn't joking in the least.

"W-well we couldn't do that because of the people around dad, and it was broad daylight. We would have been seen no doubt about it," Leo said, stammering and for the first time realizing they had taken Shredder's death for truth without one piece evidence. How stupid could he have been? How blind?

Splinter only nodded. He understood the position his sons were in at that moment. They had explained to him in detail many times about their confrontation with Shredder atop Sachs tower. He believed every word they said, but Shredder being dead never struck him as the complete truth. Not because he thought his sons had omitted any part of the story, but it simply did not _feel_ true. The body of the snake simply cannot survive without its head.

While they sat in silence contemplating the possibility that their long thought dead enemy may yet live, Raphael and Michelangelo came dragging into the kitchen. Raph stopped short at the doorway and took in his family's mood.

"What the hell? You'd a thought I walked right into a funeral home instead of the kitchen. What's with the long faces? Leo?" Raphael waited for an answer.

"Shredder may still be alive Raph," Leo said standing up and heading out of the kitchen for the dojo. He was about to ask why Raph and Mikey were up so early until he realized the time. The small clock in the kitchen told him they had been talking for more than an hour.

"But, he DID fall off of the top of a skyscraper did he not? I mean, I didn't just imagine that all by myself right?" Raph had a smirk on his face that was more incredulous than anything in order to match his tone.

"Yeah, but we never confirmed his death though, and the Foot are active again," Leo said stopping to face his brother.

"I mean, well, there was too many people around how were we supposed to dead check the guy, huh Leo?" He was still in disbelief at the thought.

"That's exactly the point Raph, it's not like we were in a position to check his vital signs or anything." Donnie was also rising from the table. He hadn't decided whether he was going to go meditate and train or go to his lab and work.

Realization dawned on Raph's face. Instantly he became angry, but only because he had, they all had, been so stupid. They hadn't '_dead checked the guy'_ as he had so eloquently put it. With no foot activity since then, they had just all taken it for granted.

"Aw, Fuck!"

"Raphael!"

"Sorry sensei"

Raphael left the kitchen suddenly not hungry anymore. He headed straight to the dojo to work off some steam and saw exactly who to aim his new frustrations at. Leonardo was doing his kata, a little more vigorously this morning than usual. Raphael did not waste time with greetings or even a simple warning. Going to the weapons wall, he grabbed his Sai and immediately leaped in front of Leo and hit a stance. Not missing a beat, Leo did a sweeping leg motion and came back up katanas a whirlwind. Raph defended each strike and eventually caught one of the swords in his sai. Instead of pushing away, Raphael pulled Leo in closer where he was at an advantage, and faked a head butt. In the instant that Leonardo braced for impact, Raph tried to sweep Leo's legs from underneath him, but instead of falling Leo caught himself and flipped, releasing his sword from Raphael's weapon and hit his own stance.

Donnie and Mikey were watching this sparring match intensely. Mikey was even quiet for a change. Leonardo and Raphael grunted and growled at each other, Leo with cold determination in his eyes, Raphael with the wild eyed look of one thoroughly engaged and excited by the very idea of fighting. Strike and counter-strike and the two turtles tirelessly battled one another.

Donatello made his way to the weapons wall. Rarely had his blood went up for a fight except on the top of that tower. It was then that Donatello have given his all fighting with abandon and without reserve. Normally he was absorbed in applying just the right amount of pressure per square inch to subdue his opponent, considering they were humans. He also had no intention of killing them and would avoid it if he could. So at all times he was acutely aware of his own strength, and only in sparring sessions with his brother could he strike with greater force, knowing that they could withstand his practice blows. The night before, watching Asha had gotten Donatello in an uproar. He hadn't seen anyone else wield his own weapon of choice more expertly than himself, aside from Splinter in his heyday. Asha had also used a different martial arts style as well. His Bo staff style was rooted in ninjitsu, but also borrowed heavily from Wu Shu which originated in China, and Donnie recognized it. He himself had not mastered that style and it was interesting to see it performed in a non-tournament with such flamboyance, and also grace and precision. Her strikes, parries, flourishes, and extensions were impeccable. He desperately wanted to spar with her to test his skill. His brothers would suffice in her stead. Grabbing a traditional staff from the wall Donnie joined the spar making it a three way. No battle cry, no warning, just sudden strikes at the feet of both Raph and Leo, taking them both by surprise. Quickly, with excellent precision and timing Donatello had both of his physically stronger brothers on the defensive.

"Woohooo, Donnie baby you killin' 'em!" Mikey shouted to his brother.

"Oh no I CANNOT let you guys have all the fun!"

Michelangelo immediately grabbed his chucks and joined the fray. Being the most athletic and fastest of his brothers, they were hard pressed to keep up with Mikey's exuberance and seemingly endless energy. They eventually broke into pairs. Mikey facing off against Raph and Leo against Donnie. They circled each other, and even Mikey became more focused as this spar seemed more intense than others. Donnie attacked first, pressing Leo with a ferocity that Leo had not seen in his brother before. His brow was furrowed behind his glasses and purple mask. It was the same look he had while researching something serious, and it was then that Leo knew he had better bring his 'A' game.

Splinter watched his sons with rapt attention. Lately they had been taking a very nonchalant approach to their sparring, but not so today. Even his youngest son Michelangelo was taking it as seriously as he could. His mouth was never ending, but he was focusing on the bigger turtles joints and Raphael was finding it difficult to contend with. The sparring lasted at least 45 minutes nonstop. All the brothers bowed to one another and filed out, all except Raph and Leo who stayed behind. Splinter went to his room, thinking further about the possibility of Shredder's survival.

"So, you gonna let me in on what was up with you last night Fearless?" Raph was putting his sai into his belt instead of the weapons wall. Leo was sheathing his swords on his back.

"What do you mean?"

"Don't play dumb. You weren't your usual diplomatic self with that rhino dude or fancy feast. I ain't never seen you like that."

Leonardo considered what his brother was saying. He had been uncharacteristically brusque, even going so far as to place the tip of his sword at that other mutants' throat. What he didn't want to reveal was that at that moment he would have dispatched him and left it at that. Leo didn't know what had come over him or why he felt that way, but it was true.

"I was just bluffing with that sword deal. I wasn't going to cut him."

Raphael narrowed his eyes at his brother. He believed him…barely.

"Yeah, aight whateva you say Fearless,"

"I told you to stop calling me that"

"Or else what?"

Silence

Raphael got into Leo's face. Leo stood his ground silently.

"Listen I don't know what's gotten into you lately, but it's not cute. There's only room for one hothead and that's me. So I'm gonna need you to find that stick that fell outta your ass, and shove it back in there. Got it?"

A long silent moment stretched out between them. Leo barely even blinked as he stared a hole into Raph's forehead. When Raph was sure he would get no response, he moved off without a parting word. Leonardo stood for a moment longer and then moved off to his room to meditate after a shower. He was full of emotions that he did not understand. He was angry that he had been blind to the possibility that even without Shredder the Foot Clan could still be active with Karai at the helm. Blind to the possibility of other mutated human/animal hybrids. He had been a fool, and he had been soft. Both were ending today.


	4. Chapter 4: Open Wounds

**Chapter 4: Open Wounds**

Asha had a lot of places she could have gone after the attack on the dojo. She knew a lot of people shifter and human alike. None of those people she would have sacrificed for her own safety, or exposed them to her sworn path of revenge. She stared at herself in the mirror. The old bathroom at an abandoned subway train station was obviously deserted and she could have time to think, nurse any wounds, and not be found by either enemies or authorities. Asha turned on the faucet of what had to be the filthiest sink in America. Cupping her hands she rinsed her face off with the cold brackish water.

_The blue mask, the blue eyes_

Asha shook the thought from her head. She was looking for Rocksteady, had found him, and got nothing out of the deal. No information on the whereabouts of the children taken, and he had gotten away from her. It had been weeks since the attack on the dojo, and she was running out of time, in fact she may have been out of it as far as she knew.

Asha straightened herself up. Her dark skin flawless, wild curly black hair framing her face like a mane. She reached down for her bag, full of things she had hurriedly gathered from her apartment. One change of clothes, her jacket, her jewelry that was sacred to her as heirlooms, one pair of sneakers, and a small bundle of cash she had saved up. She needed to pick the trail back up and there was only one place to go, back at the warehouse.

_Maybe he will be there_

Nope. No time for those kinds of thoughts. She would make time for that later if she survived, but for now it was unimportant who or what those turtles were. She quickly gathered her staff which was all kinds of heavy while in her human form. Asha tucked away her bag in an empty stall for good measure. She made her way down the abandoned tracks until she came to a manhole cover. It was heavy to move, but she managed to do so and climb her way to street level. It was a long walk back to the warehouses, but she had no other choices. Time was running out.

* * *

"You imbecile!"

Shouts could be heard down the long corridor. Rocksteady was still absently rubbing the back of his large head, hung low in the shame of defeat and failure.

"How could you have failed to complete such a simple task?! An arms dealer who cannot properly deal arms. Tell me, of what use are you to us?!" Karai was more than a little angry. She paced back and forth, hands behind her back, trying to compose herself.

"They ambush me. You told Rocksteady the old place would be safe, empty. It was not empty. It had….turtles in it," Rocksteady complained not daring to look Karai in the face.

"Silence mutant. I will not listen to your excuses. If it were not for master Shredder I would have killed you the moment your failures were reported to me. It is only respect for our master that spares your useless, pathetic, dimwitted life."

Rocksteady held his head even lower, completely humiliated in front of his men.

"Rocksteady can make this right. I delivered little children, I can deliver weapons and ammunition," Rocksteady beamed, eager to get back in Karai's and by extension the Shredder's good graces. His Russian accent heavier than usual.

Karai considered this for a moment. She then nodded.

"Yes, you will make it right. You did indeed bring the children we asked for. You will deliver a new shipment of weaponry to another location. After that, go back and retrieve the weapons you nearly lost. If they are missing you will sorely regret it. Is that clear?"

Rocksteady nodded his head, horn seeming to stab the air.

"If you fail again your life will be forfeit. Is _that_ also clear?"

The nod was more emphatic this time.

"You are dismissed. Do not come back until you have succeeded."

Rocksteady and his men shambled out of the large empty room. Karai could hear his Russian baritone boom through the hall as he lashed out at his men. No doubt he was embarrassed and they would feel his wrath because of it. _Good _she thought, _perhaps that will drive him to do what he has been ordered without another failure._

They were in an underground facility in Brooklyn. Above ground it seemed to be an old long empty strip mall in an empty neighborhood. Karai took an elevator to a lower sub-basement to the laboratories. When she entered she saw a team of scientists who were hold overs from the original group that were assigned to extract mutagen from the turtles. Vials of blood meticulously labelled and organized lined the shelves of the lab. To one side of the room there were cages no bigger than kennels. Five of them held one small child in each. The bottoms had been wired for electro shocks. The children seemed worn, almost lifeless. They had been permitted to eat and drink very little, just enough to keep them from overly complaining. Karai came closer to have a look at them. Their small eyes peered up at her with a mixture of hatred, pleading, and hopelessness. They had been shocked to induce the shift and keep them in their animal forms. Three of them were wolves, one was a tiger, and the last a panther. The three wolves although separated as best as could be managed still howled in unison. It was a mournful forlorn sound. Karai thought it had to be the most pitiful sound she had ever heard.

"Shut them up."

Immediately they were shocked into submission and a thankful silence.

"Have you extracted the mutagen from them yet? How long will you have master waiting?" She asked, irritated that the howling of the young werewolves had affected her.

"W-well actually no. You see, there is no mutagen in their blood. We appear to have confirmed the existence of werewolves as well as these other creatures," the scientist stammered. He was excited for the find but didn't know what his fate would be for not accomplishing the task given.

"Speak clearly. What are you saying that you have discovered here?" Karai was becoming increasingly frustrated. Ultimately these were her failures as well as far as Shredder was concerned. If she could not recover mutagen by locating and abducting other mutants, she would have to face her master. His patience with her would only sustain so many failures.

"What I'm saying is that these creatures have not been created by any outside influence. These transformations are voluntary and seem to be an inherent ability. They may be classified as mutants strictly speaking. They do have a mutation within their DNA, but not because of mutagen. They are born this way. It appears to be hereditary." The scientist waited for the verdict to come.

"So they are useless to me for the task at hand then?" She said coolly.

His eyes widened.

"Well yes strictly speaking. However this is still an amazing discovery…" he paused looking for the go ahead to keep talking.

She waited patiently knowing exactly what he wanted to ask.

"You may keep one for your experiments if you must. Kill the others immediately."

Karai looked back at the cages. All the children were subdued but only the small tiger had any trace of fight left in him. She regarded him for a moment pacing back and forth, staring at her with murderous intention. Pointing towards him she said,

"You should probably keep him. Seems like the only one strong enough to withstand you."

With that she turned on her heels and walked out without further ado. She had another appointment to keep tonight, and she had to show up with laser focus or suffer the consequences.

* * *

Nightfall. The tails of his blue bandana flapped lazily in the night breeze. The top of the old water tower gave him an excellent view of the city landscape below, and any approach had to be made from below him as there were no overhangs, eaves, or rooftops nearby. This is where it had all began, his utter foolishness.

_One month earlier:_

"_Why did you want to meet?" He asked, eyes scanning her warily. If she tried anything…_

"_I simply wanted to talk to you. It's been…a long time since," Karai said. She was dressed in a casual kimono, hair in a lazy bun, cheeks flush. His breath caught in his throat as he took in the sight of her. This couldn't have been the same hard woman who was instrumental in their capture two years ago._

"_Since you captured us and brought us to what was intended to be our death. Is that the event we are speaking of?" He tried to keep his tone hard and unfriendly. His expression was blank, or so he had hoped. She cast her gaze down to stare at her feet as she turned her back to him. Vulnerability._

"_Yes, that is the event I am speaking of," she said now turning to face him. "Leonardo…is that what I heard them call you?"_

_Taken aback by the use of his name, the way it slid off her tongue with her slight Japanese accent. He gave the slightest of nods. She remembered his name. In his hand he held the tiny piece of paper bidding him come here, and come alone. She had left it for him the last time he came out to do a medical supply run. It was right in plain sight, how she had managed that he didn't know._

"_How did you manage to get a note to me? How did you know where I would be or if I would get it?" Leonardo thought for a moment and then asked the most pertinent question, "Have you been spying on me?"_

_She giggled demurely, raising a small hand to her mouth as she did so. It was such a feminine thing to do, and in truth it turned Leonardo on quite a bit. Unaccustomed to sexual tension, he shifted his weight just a bit to relieve the building pressure in his tail._

"_A kunoichi does not reveal all her secrets at once." She shifted her own weight as she slowly turned back around, the slightest bit of ankle showing as she did. Her dress left everything to the imagination, and Leo was using his._

"_The truth is that, I have nowhere to go anymore. My master is dead, my family..."_

"_The foot clan?"_

"_My family. All of them are gone. Broken apart now, we are nothing. I am…alone in this world Leonardo. This is why I sought you out." Karai looked Leonardo directly in his eyes. For the first time she was actually seeing what he was. When they were captured she had made sure to avoid eye contact with any of them. She disliked mutants, but she understood and agreed with her Master's plan and logic. Shredder was in contact with someone whom he kept hidden from her. It hadn't mattered. She would do anything for him, even if it cost her life. However, now that she was face to face with this turtle, she saw beyond the mutation. It was the blue of his eyes that captured her, and would haunt her fantasies and nightmares from this point forward. She blinked, trying to force these new thoughts and feelings from her mind. Her mission was clear, to infiltrate, however she can for as long as she can._

_Leonardo only stood staring at her. He felt his heart soften as he thought about what kind of shape he'd be in if he lost his brothers, father, or April. He stepped a little closer, catching the scent of a light floral perfume as the breeze wafted it towards him. He went to place a large hand upon her shoulder, but recoiled at the last moment. He wasn't ready for that. He needed to remember who this woman was._

"_So what is this? Why would you seek me out of all things?" He asked finally. For all her sweet words and sentimental show, she had not answered a single one of his questions._

"_I didn't think anyone else would understand any of this. I know what we did to you and the others was wrong, but…" Karai wrapped her thin but strong arms around herself, and looked up into Leo's face._

"_I simply don't have anywhere else to go, no one else to turn to."_

_Those words echoed in his ears. Being a hero, an honorable man meant helping those at their lowest, but he could not, did not, trust her. When he looked into her eyes, he saw something in them. He saw something that maybe he could begin to trust given time and proof of her intentions. He reached his hand out once again and this time did not recoil. She allowed his hand to gently rest on her shoulder. Karai could feel the hard callousness of his large hand through the thin cloth of her kimono. Something about his touch and his look sent small currents down her back and between her thighs. _

_For the smallest moment she allowed herself to take in his features this time very close. The blue eyes, the set jawline, the wide expanse of his mouth and lips that seemed altogether rough and pliable. The hard corded muscles rippling underneath green scales, the hard natural armor both in front and behind. He was definitely a reptile no doubt about it, but there was also something very human in his regard and his demeanor. There was nothing barbaric or animalistic in the way he touched her shoulder, or peered into her eyes for answers to his questions. _

_Karai pulled away gently without disgust or rancor. _

"_I must go," she said preparing to descend the water tower. "May we meet again Leonardo? I promise to have answers for you once I've sorted them out myself."_

"_Sure," he was surprised by his own response. Against all his better judgment he wanted to see her again, get to know who she was outside of past circumstance. He left the tower well after he was sure she was gone. To be safe he took a very long alternate way home to ensure he was not being trailed. They had visited one another almost every night since._

Leonardo broke his reverie when he heard her approach from below. Usually he was standing by to assist her onto the ledge, taking any opportunity to touch her that he could. Karai made her way up onto the ledge. Leonardo, who was crouching before, stood to his full height. His eyes met hers in an icy glare. It took everything within Karai including her dignity as a warrior to stand under the weight of that glare.

"Leonardo"

Without saying a word he moved slowly towards her, neck muscles standing like cords, fists clenching and releasing rhythmically. This would not end well.


	5. Chapter 5: Without Honor

**A/N: First allow me to apologize for the lack of distinguishing page breaks or even spaces to let you, the dear reader, know that I am switching "scenes" in the story. They are present in the original document, but do not translate here when I post the story. It makes for a bit of a mess as you don't know when I am switching gears, settings, and character interactions. I will make a better effort to provide those much needed cues.**

**Enjoy!**

**Chapter 5: Without Honor**

Raphael paced back and forth outside Donnie's lab. They were late for patrol and their fearless leader was nowhere to be found. One thing was for certain, they weren't going to miss patrol because a certain individual couldn't bother to be here for it. Too much was going on with the Foot Clan active again, and two more freaks to add to mix and who knows what else.

"Donnie, you almost done in there?" Raphael shouted through the door.

The door opened and the tall lanky turtle stepped out. Raphael stopped pacing and faced his brother. Donnie looked around.

"Where is everyone?"

"Well Mikey is playing that video came hoping he can get out of patrol!" Raphael shouted the last part in Mikey's direction.

"Almost beat my high score dude!" Mikey shouted back.

"We don't care Mikey!" They both shouted.

"So where's Leonardo? He should have been back here by now. I traced the van, and you're not gonna believe this, it's back at the warehouse." It was Donnie's turn to give an expectant look to his older brother.

"So that's where we need to be."

"Without Leo?" Donnie asked.

"Is he here Donnie!? Do you see him?!" Raph shouted, not meaning to direct his anger at Donnie.

"What did master Splinter say about it?" Donnie asked after a slight pause.

"Master Splinter says you need to seek answers from the Foot and the mutants you find," Splinter said emerging from the other room. They both turned to face their master. Mikey came into the room behind Splinter still holding a game controller in his hand.

"The three of you should go to this warehouse and seek answers. Do not engage the enemy unless you have no other choice. I do not wish for you to confront the enemy without the strength of all four," Splinter said, carefully studying each of his son's faces.

"But sensei, Leo…" Raph began

"Isn't here, yes I know. Where he is and what he is doing I do not know, but I do not believe he would be gone without sound reasons." Splinter turned back in the direction of the dojo. He was troubled mostly for Leonardo. The three brothers were more than capable of handling themselves temporarily without their appointed leader. Raphael as the second oldest would do well.

"Master," Raphael called after Splinter. Splinter paused to listen. "I won't fail you," Raphael finished.

"I know you will not. Now hurry, I fear there is not much time to lose."

Leonardo stood menacingly over Karai. His face a steel mask. Where once she could see tenderness, a type of sadness, longing, there was now nothing. His faint smiles, the way he looked at her when he didn't think she noticed, replaced by an iron curtain of sheer focus and willpower.

* * *

"You have no honor."

The words stung more than any sword strike, mainly because it was utterly true. She had loyalty yes, but no honor. She did not live by a true warrior's code, but instead survival of the most cruel, not even of the fittest. She had achieved every goal and completed every task set before her through blatant disregard for right and wrong, honor and dishonor, guilty and innocent.

"Leonardo, you must understand…" she began, all while avoiding the captivation of his eyes. They now held nothing but contempt for what he now knew were lies.

"I understand everything," Leonardo said, his voice like daggers in her heart.

"_I am alone in this world, Leo. I have no one but you Leo. My master is dead Leonardo_," he mimicked her voice with surprising accuracy. In any other situation it would have been comical. Here and now it was laced with heartache and the pain of betrayal.

"I understand the lies and deceit, Karai," he said, spitting out her name with venom behind it.

Karai moved towards him slowly, thinking that if she could touch him it might cool his anger a bit. Just enough to rope him back in. As she did so he slowly unsheathed his swords. She stopped in her tracks.

"All those things I told you that I felt were real Leonardo. That is what you must understand," she said softly.

"Liar"

"I told you that I was alone in this world and that is true. I told you that the Foot Clan is nothing, and that is also true," Karai said. Her eyes welled with tears that she willed not to fall.

Incredulity spread across Leonardo's face. Was she actually standing here further insulting him by continuing to blatantly lie to his face? As he watched her blink back tears, it occurred to him that not only was she going to do just that, but she was going to give and Oscar worthy performance as well.

"Usually water quells the destruction and fierceness of fire. Your tears will do no such thing tonight. Your next words to me need not be more lies Karai. Think. Carefully." Leonardo moved a little closer to her, not quite in her personal space.

A long moment of silence stretched between them. Karai barely blinked and she did not turn away from his gaze, nor shrink from the force of his will. The pieces upon the board were now moving, and her cover had been blown. What could he do about it anyway? If all his suspicions materialized into truth, what then? He would not kill her, of that she was fairly certain. She lacked all honor, and he possessed too much.

"He is alive," Karai said flatly.

"The plan?" He asked.

"Ultimately to recreate the mutagen, synthesize it if possible. Create an army to subdue the city…and destroy you and your brothers." There it was, the unadulterated truth.

Leonardo considered this. In his gut he knew this to be the bare bones truth of the matter. This plan, if it succeeded would be the undoing of himself and his family, and the tyranny of the Shredder would destroy everyone and everything.

Inexplicably Karai grazed her fingers against the scales of his biceps. Shocked and sadly thrilled by the touch Leonardo made no move, not even to adjust his stance or change the rate of his breathing. Her fingers lingered there for a moment. She had allowed him to touch her, but had never initiated any contact with him. It was strange and oddly sensual although the circumstances couldn't have been more wrong. She removed her hand from his arm.

"Savor that. It was the last time you will ever touch me," Leonardo said looking down at her sternly.

The finality of that statement stung her, although she would not admit this to herself for a long time to come. Leonardo stepped closer and bent down to come eye-to-eye with her.

"Do not call upon me ever again. The next time we meet it will be in battle, and I will remember your lies." He calmly stepped back and away from her. He was letting her off so easy. By all rights he should kill her, but murder was dishonorable and also as far as he could tell she was unarmed. Inside he burned with guilt and anger at his soft heartedness.

Without another word she was gone. Leonardo stood there for a few moments making sure she was really gone. It was only then in the solitude on top of an abandoned water tower did he allow the tears to fall freely. For a moment someone had accepted him, understood him, and connected with him in a way his brothers could not. It had been snatched away from him in an instant. He felt betrayed, but in the end hadn't he been the one betraying himself? Betraying his family and they weren't even aware. Who had really told him those lies? He heard what he wanted to hear, and everyone might pay a very dear price for it.

He gathered himself together and headed back to the lair. It was way past time for a patrol, and he needed to somehow explain how he knew the enemies plans without revealing his shame. Leonardo took leave of the water tower and headed home.

* * *

Asha waited on the roof top. Sitting in lotus position with her staff laying across her lap, eyes closed she listened. Her long whiskers detecting the subtle movements of air around her. Her breathing was even, quiet, and her ears were tuned to catch every sound. Asha knew they would be here. The crates that were being delivered that night were still there, seemingly untouched. She didn't know what she expected to happen, but she anticipated it nonetheless. Asha's nose twitched slightly. Reptilian scent filled her nostrils. No matter. She would not be distracted or deterred this night. This was her only hope of saving those children if that were still even an option.

In the distance she could hear the rumbling engine of an approaching vehicle. It was the van with the rhino in it, of that she was certain. He had come to finish whatever he had been tasked with before. He would not get away easily, and if those turtles intervened she would kill them outright. Rocksteady was going to talk, and then he was going to die.

Asha rose to her feet as the van neared the front door. She leaped down in front of it as it came to a stop. She heard an order barked, and ten foot soldiers materialized from the van to surround her. From the driver's side Rocksteady emerged. He was wearing the same thing and his smell was loud and obnoxious. It threatened to overwhelm Asha's sense of smell. He also had a submachine gun slung around his shoulder by a thick leather strap. He took it off and aimed it at her.

"Give me one good reason not to end you pussy cat," Rocksteady sneered. No doubt he was remembering the beating he endured last time.

"You hide behind children. You are both too cowardly and too stupid to face me without your gun," Asha said. She was hoping to use his limited wits to goad him into making a mistake, or giving her information. It was working for good or ill. He was definitely being goaded, into what she would soon find out.

"Rocksteady hides behind no one. I am no coward, cat!"

"Well if you're not a coward then you're certainly a lackey dog. Problem is, I can't tell the difference. Obviously too much of a dumbass to run an operation on your own, so who's pulling your strings you ugly fat fuck?" This last she said in order to get him talking. His machismo would work against him. Even in the wild rhinos were easy to prod into rash action.

Rocksteady growled. She was talking too much and he wouldn't take much more.

"I'm smart enough to be on winning team pussy cat. Mistress Karai and master Shredder, they will own city and you will join or be crushed like little alley cat you are," he smiled. Proud that he had taken up for his master and the one responsible for his current condition.

Two names Asha had no knowledge of. So she was correct in believing that Rocksteady was not the leader. Who these other people were she had no idea, but if they were the ones who wanted to abduct and do who knows what with small children, they needed to be dealt with just as swiftly as she intended to do with this group in front of her.

Above them on the roof, the turtle's eyes widened. They looked at each other in stunned disbelief. Rocksteady mentioned Shredder in the present tense, as though he were alive. Raphael swallowed a hard lump that formed in his throat. So many things ran through his mind. Where was their fearless leader? Splinter was right about Shredder being alive. Why had they not even suspected any of this to happen while they were busy sitting around with their thumbs up their collective cloacae? The only thing that he was glad about was April being out of town and out of harm's way. A fury built inside of him that even he was stunned to acknowledge. His first instinct was to go down there and pound every piece of information out of that animal, and then pound until he nothing more than a quivering mass on the ground. Raph was inching closer to the edge when he felt a hand on his arm restraining him. He whirled around so quickly that Donnie shrank back.

"Remember we aren't to engage them Raph. Splinter's direct orders," Donnie pleaded, eyes enormous behind his glasses.

"Yeah bro, master said no ass kicking tonight Raph," Mikey chimed in, giving his older brother the baby eyes for good measure.

Without speaking Raph settled back down. _'I will not fail you master'_ was the promise he gave and did not intend to break. He had to think about his brothers. No matter the reason they were a turtle down, not to mention if they started fighting now they may not get any more information. Raphael didn't think much of old Whiskas down there, but he had to admit she was playing whatshisface like a fiddle. He would wait silently.

Below them the Mexican standoff continued. Rocksteady was pacing back and forth, unaware that he had given away valuable information to his masters enemies. His main focus was on the cat before him, thinking of all kinds of delicious torture and pain he would inflict on her. One for the beating, and two just because. For now he would let his men soften her, break her spirit first.

"I might take you back to Shredder, but first you need to be taken down peg or two high and mighty bitch! Boys, break her for me!" Rocksteady bellowed, and like that it was on.

Asha backed up trying to keep her eyes on the foot soldiers. They had guns but they seemed unsure of what she was capable of, and therefore the guns would be useless in their hands. Quickly with her staff becoming a spinning blur, the sickening sound of bones breaking could be heard for what seemed miles around in the relative quiet of the night. Two soldiers went down, necks broken and heads sitting at odd angles on their shoulders. The other eight traded furtive glances at one another. One behind her gathered enough wits to shoot at her. One bullet missed, the other did not. She barely registered the pain of being shot in her thigh before she was on him, all staff, teeth, and claws. The end of her staff connected with his jaw perfectly, shattering it making it hang uselessly from his face. His eyes were wild, he was out of his mind with pain but it didn't last long. Another strike hit him in the chest breaking his sternum and stopping his heart.

Wasting no time she dispatched the rest in similar fashion. When she was done they lay at her feet, crumpled masses of broken bones and shattered skulls. Rocksteady snapped out of his trance watching her when the last soldier fell, his screams dying in his throat. Quickly he raised the gun again ready to shoot.

"How 'bout we put the toys away big boy? You and me. I'm wounded even, let's see if you can take me out." Asha was taking a big gamble talking at this moment. He could have just as well shot her, but he was proving himself to be a true dotard.

Rocksteady seemed to ponder this for a brief moment. There was something odd in her request, but he couldn't help but take the bait. Reluctantly he threw the gun to the ground. He even kicked it for good measure, _'see, I'm honest'_ the gesture seemed to convey. Asha threw down her staff with equal reluctance. For all her bravado she didn't know if she could best him strength for strength, and with her leg injury her agility would come at a premium cost tonight.

Baring her teeth and claws Asha let loose a frightening roar. It gave Rocksteady slight pause, his base nature reacting to the voice of his predator. Above them on the roof, the turtles also reacted to it. Lions were not natural predators to turtles, but it was the thought that counted here. Raph, unaware he was doing so was nodding slightly in approval. Better than a battle cry, there was something primal in it that he appreciated.

Raphael looked at his brothers. Mikey was wide-eyed with sheer excitement like he was watching an action flick. His muscles twitched as he watched the scene below unfold to its conclusion. Donatello was only looking at Asha. It was a look of both awe and another look Raph only saw on his brother's face when Donnie watched him work out…jealousy. Probably to do with the fact that she used Donnie's weapon.

Rocksteady paced with a swagger and a crooked evil grin spread on his hideous face. She had made her biggest mistake and would die for it tonight. There was no way she was strong enough to withstand him hand-to-hand.

"You will die tonight pussy cat. And such a sweet pussy cat. Back in my day, you would have made me lots of money on the streets," He said and licked his lips lewdly.

Asha pounced. Always angling herself to his flanks, making sure to render his charging as useless as possible. She needed to be in close quarters with him, and avoid his grasp at the same time. For a while this worked. She would take a running start, feint to either side of him and jump him from behind taking deadly swipes at his throat. Asha was sure she was hitting what should have been his jugular and the end of the fight, but she learned to her dismay that his hide was even tougher than a normal rhinoceros. Her claws were only making shallow scratches, not the deep gashes they made on everything else.

As the realization dawned on her face, a smile spread across his.

"Realizing now little alley cat, your big mistake? You cannot cut me with stupid claws."

With that he charged her. She leapt out of the way, barely making it. Rocksteady seemed to stop on a dime, turn around and charge again. Not having the stamina anymore from loss of blood and fatigue, Asha could not escape the second charge. She was hit head on, the wind knocked out of her. She flew back a few feet, hitting her head on the cold ground. Disoriented, she got up as quickly as possible, but it was a step too late. As she rose to her feet he was on her again with another bums rush. This time hitting her on the side and cracking a rib or two. Landing hard, Asha spit up a copious amount of blood. She couldn't stop a coughing fit that threatened to kill her from pain and the struggle to breathe.

Somewhere in the distance she heard his deep voice cackle with glee. He was having fun killing her. Through sheer force of will Asha rose again. Refusing to grab her ribs or openly acknowledge any of her wounds, she faced Rocksteady. Crouching to a pouncing position Asha let loose another roar. It set her lungs on fire, and sent molten lava down her sides to her groin. Her staff was near her, at her feet actually but she would not allow herself to even glance at it. He would charge her again, this was without doubt. The next charge would kill her, of this she was equally sure.

"Want to know what we did with little children alley cat?" Rocksteady asked her as his lowered his head for a final charge.

"We torture, then we kill them like dogs. So, your roaring means nothing to Rocksteady. You will join little children now, say hello for me," he said laughing as he came towards her.

Asha stood her ground. Not much longer now. At the critical moment before impact she grabbed her staff, sidestepped the charging rhino and struck at the weakest point on him, the base where his horn protruded from his face. Unlike other horned creatures rhinoceros horns are not bone at its core but is keratin with a calcium core, therefore it could be separated from them.

Rocksteady fell to his knees with a silent scream and disbelief in his eyes. How could the tables turn so fast? Blood gushed from the wound where his horn remained attached to his face with only the skin to keep it there. From behind Asha jumped on his back, ripping the horn the rest of the way and throwing it as far as she could. Rocksteady howled in protest, and reached for her but it was no use. Asha dug her long razor sharp claws into the open wound on his face, eliciting more cries and screams. She began to tear at his face relentlessly finally getting him the rest of the way to the ground. With a final use of her remaining strength now fueled purely by rage and bloodlust, Asha exposed his throat and bit him. Her teeth succeeded where her claws could not. Rending his throat Asha spit out the chunk of skin in her mouth, not wanting to ingest any part of this monster.

After a few moments that seemed to stretch for hours, Asha rose slowly to her feet. She managed to take a few steps before she collapsed, her injuries now simultaneously screaming for attention. Asha only now had the wherewithal to remain in her lion form. It was hardy and would heal faster, if she shifted now she might die immediately from her many internal injuries. Slowly the world seemed to ebb and flow away from her. As if in a dream three figures approached her. She felt herself being lifted, in too much pain to cry out or protest or protect herself, Asha left all consciousness. She could only hope these figures wouldn't kill her. She closed her eyes and left the pain behind.


	6. Chapter 6 Aftermath 1

**A/N: I would like to thank everyone that took the time out to read my story. This is the first time I've posted anything I've ever written for public consumption. I'm hoping that you are enjoying my little story. I'm about to start tying up ends and coming full circle with some of the subplots and flesh out some things. So I haven't forgotten about things I've written in earlier chapters. I reread them just to make sure I'm keeping some continuity.**

**Please enjoy, and thanks for reading!**

**Chapter 6: Aftermaths**

Leonardo crept into the lair. As he looked around the silence made a knot form in his stomach. They had already went on patrol. With everything going on, he had missed one of most important patrols in months. The pit in his stomach deepened as he looked around and noticed the flickering light of candles in the dojo, which could only mean that Splinter was there and wanted to talk to him. His cheeks blushed with shame. His family needed him and what was he doing? Making nice with the enemy. Leo tried to think of a million excuses to justify what he had been up to and couldn't come up with a single legitimate one.

'_At least you cut it off' _he thought to himself and immediately forced it out of his mind. It was true but it didn't excuse all that came before. Cutting it off now was just something he _had_ to do, not even something that even now he had _wanted_ to do. What he wanted was to keep seeing her. He wanted to keep touching her, inhaling the sweet scent of her hair, hearing her high pitched giggles whenever he made a lame joke. He felt more ashamed of these thoughts now. How could he feel so sentimental towards a person who had done nothing but cause trouble for not only him and his family, but for the city as a whole? A person who had lied to him? Worst of all he had let his guard down somewhat around her. Leo tried to think back on any time he may have said something she could use against him, then gave up feeling it was useless. Karai could use the very fact that he spoke with her at all against him. That was the point.

"My son, come and speak with me," Sensei called out from the dojo. Leo felt a chill creep down his shell. He was never good at hiding from master Splinter, and he had no hope of being suddenly able to now. Leonardo paused for a moment, then stepped into the room.

"May I remove my weapons first?"

Splinter nodded.

Leonardo placed his swords on the wall carefully, and slowly walked towards his father, every step seeming an eternity. Splinter had prepared some tea for the both of them, and also Leonardo's favorite Japanese sweet strawberry daifuku, which was just strawberries with rice cakes and red bean paste. It is always served with tea traditionally. Leo sat in lotus position and waited silently.

Splinter poured out tea for the both of them. He didn't exactly know where to begin. For several nights now his son had left the lair and returned with a familiar smell about him. It took Splinter a while to pinpoint where he had smelled it before, but then it struck him. The woman Karai who was present the day his sons were stolen from him, the smell belonged to her. He hadn't wanted to believe it about his most responsible son. He counted on Leo, and he realized maybe it was too much. Maybe they all expected out of Leonardo what he could not give. He wasn't perfect, none of them were, but somehow Leo was not to falter in his judgment. And hadn't he, master Splinter, been just as guilty of feeling that way as everyone else was? Hadn't he been the first to set that expectation not only for Leo but for his brothers as well?

"Have you cut it off yet my son?" No time to waste Splinter thought. May as well get right down to it.

Leonardo's eyes widened into small saucers. His mouth worked to answer his father, but no sound came out. He couldn't think of a single thing to say. Does he admit to seeing Karai? Seemed pointless seeing as how a secret he thought he was guarding close to his chest was already known to the very one it shamed him the most to know it. Tears stung at the corners of his eyes.

Finally Leonardo nodded. "How..." he began before Splinter raised a hand and shook his head. _'No need to explain'_ was what that meant, but there was a need wasn't there?

"I don't know why it began, but it seems hardly to matter now. As long as it is now over." Splinter looked into his son's watery eyes, and felt so much pity and a guilt of his own. How many times had he simply held Leo to himself, or comforted him without some lesson to teach? He was always coddling Raphael's emotional unavailability, or Michelangelo's shenanigans, or listening to Donatello talk about his inventions so that he would have at least one person interested in what he loved. When had he made time for his strong son? Leonardo made a good show of masking his emotions, but Splinter knew he was among the most sensitive of the four brothers, just after Raphael.

"It's over dad, I swear and I'm sorry, I'm so sorry dad. I didn't mean to fail you. I didn't mean to fail my family. I'm sorry dad, I'm sorry dad," Leonardo repeated as he eventually dissolved into tears. He hung his head and cried. Splinter's heart was near to bursting at the sight of his son's shame, and his sorrow. Rising to his knees and scooting towards Leonardo, Splinter wrapped his arms around his son's head and guided him towards his chest. At this gesture, Leonardo sobbed loudly and openly into his father's small shoulder. His large shoulders heaving and his shell shuddering in time with his tears.

Splinter stroked his shell until his crying subsided. Leonardo lifted his head and wiped his eyes with the back of his hand. Splinter smiled, as this reminded him of when Leonardo was a little boy.

"I know what it meant to you. She seemed to accept you, to like you, to try to get to know who you were beyond your appearance. I know it bothers you that you may never find that level of acceptance, especially from a female. As long as you realize she is not the one that will fill the empty place within. Another will come into your life Leonardo, who will love you for who and what you are, nothing more and nothing less."

With that, Splinter rose to his feet and kissed the forehead of his still kneeling son. Leonardo avoided eye contact with his father. Splinter gently lifted Leo's head so that he could look into his eyes. Leonardo closed his eyes, still too ashamed to look his father in the face.

"Open your eyes son," Splinter said.

Leonardo shook his head, tears gathering at the corners of his eyes again.

"Do not feel ashamed before me. I forgive you, and I hope that you forgive me as well."

At that Leo did open his eyes with a puzzled look.

"Forgive you? For what? I'm the one who failed."

"No, I have failed you as well. I am sorry for not listening to you, not noticing you more. Know that I am proud of you my son, and I always have been especially now. For you have learned a lesson of the heart that even I could not teach you." Splinter smiled benevolently at his son, and wiped the remaining tears from Leo's face.

Splinter made his way to the door of the dojo. He took another glance back at his son who was still sitting, not making any move to get up just yet.

"Dad, shouldn't I go look for my brothers? Where did they go?" Leonardo was rising to his feet, his sense of responsibility, temporarily forgotten, now returning to the forefront of his mind.

"You should wait here. Gather your thoughts and mind. You will have Raphael to contend with tonight. He is hurt and confused by your absence. You might also want to shower. Her scent is on you, and I fear Raphael will not be long to come to the heart of the matter if he smells it."

Splinter went to his room to meditate. Leonardo rolled his eyes as a small smile crept warily on to his face. Yeah, good old Raph whose very existence was meant as an everlasting, disobedient torture to Leo. He went to shower and then sit in the dojo in his own meditation.

**Karai POV:**

Upon reaching the underground laboratory Karai headed straight to the room with the children. She was in a special mood after the events on top of the water tower. She was not to be trifled with at this moment, and every foot soldier or scientist she passed lowered their heads and eyes as if in acknowledgement of this unspoken fact. Karai burst into the room only to find the scientist diligently working but the test subjects unfortunately alive.

"I thought I told you to kill these…" Karai waved her hand dismissively towards the children who were now back in their human form and looking near to death from exhaustion, hunger, and torture.

"Well I was about to have one of the soldiers do that. However, I found something out that I believe you would like to hear." The scientist waited for permission to continue speaking. Karai just stared at him expressionless. Swallowing hard, he continued speaking.

"Well I figured even though these animals are naturally transforming without any mutagen, there was no reason why their transformation did not hold the key to mutation. In fact, it is probably more potent than mutagen seeing as how their DNA holds the key to mutation. It is a longer term solution to creating something more stable and predictable than mutagen. We may actually be able to eventually control what the transformation yields rather than waiting on the crap shoot to decide."

Karai considered this option. "Will this take a long time?"

"It will if I have to work with the idiots I'm surrounded with. If I can get a team of top minds in genetics, this research can be completed within about 4-6 months. Other than that, we're looking at years of work."

"Are these test subjects still useful to your work?"

"Hmm, they will not survive much longer in current condition. I will need more children. I suspect the adults would be much more difficult to control and subdue."

"Well, you have a limited time to work with them. I will not order anymore food or water to be sent to them. We can't afford to waste resources. Once they are dead, I will have guards dispose of them." Karai turned on her heels and left the room.

The scientist swallowed a lump. He was not a murderer. Sure he lacked a true moral compass and ethics, but a murderer? Whatever else they were, they were children, small ones at that. He would have to watch them suffer and die slowly, knowing that he is actively contributing to their demise. He shook his head and returned to finish up the last of his work for the day. Better them than him.

**At the Lair:**

Raphael carried Asha on his back. She was damned heavy, he was thinking to himself. Mikey kept glancing back trying to get a better look at the were-lion.

"April would gouge your eyes out with a rusty spoon if she saw how you were ogling this cat's ass," Raph joked, laughing between breaths. Carrying her was another workout but he welcomed the opportunity to expend some pent up energy.

"Since when has looking ever hurt anything, and besides what angel cakes doesn't know doesn't hurt her right?" Mikey said as he stole another look. She had a nice fatty that much he could say. He noticed Raph with a smirk on his face and his narrowed eyes.

"Raph, you wouldn't" Mikey pleaded.

"I would so tell her just to watch her beat your little creepy ass, now watch where you're going before I smash you up." Raphael said half-jokingly.

"So have you heard anything from April, Mikey?" Donatello asked. He was a little annoyed because he knew he would be the one having to play doctor with Asha. He hadn't made up his mind what he thought about her yet.

"Actually my angel cakes can't get enough," Mikey said with a sly grin on his face. "She's s'posed to be coming back into town mañana."

"Maybe she should come straight to the lair just in case Mike. We don't want the foot clan getting any ideas. Until we can find out what they're really up to, I just don't think it will be safe for her. She's not gonna like stepping off the plane into the mouth of danger though I suspect," Donatello said.

They had finally made it to the large doorway of the lair.

Donnie went inside first, then turned to look at Raph, who was breathing heavily due to the burden on his back.

"Let me go and dust off the gurney and bring it. Who knows how worse the internal injuries have gotten because we had to carry her," Donnie said already going to retrieve it without waiting for Raph's response.

A few moments later Donnie returned with the gurney. As carefully as possible they laid Asha on the gurney and Donnie wheeled her away into the makeshift triage area. Raphael rolled his shoulders, relieved that he didn't have to carry anything for the rest of the night hopefully.

"Hey Raph, wanna get something to eat and play some video games with me later," Mikey asked. "I really need to relax, I've never felt so tired from just watching a fight," Mikey said stretching and rubbing his neck. "Except for those times you're getting your butt kicked by Leo in training. It makes me ache all over to just listen to all that whining you do when you lose," Mikey amended trying to lighten Raph's mood with his usual banter and not succeeding.

"Nah not tonight. Catch you later or something Mikey ok?" Raphael didn't feel like playing any games. He was in the unfamiliar position of having to make a formal report to Splinter about tonight's events. This was usually Leonardo's job, and this aspect did not make Raph envious of his brother's position. Turning to look at Mikey and seeing a slightly hurt expression on his face, Raph softened.

"Hey, lighten up Mikey. I can beat you in Mortal Kombat another day huh?" Raphael grabbed Mikey in a playful headlock. Giggling, Mikey got out of the hold and pushed Raph a little.

"In your dreams button mashing king," Mikey said before grabbing some popcorn and running off to his game.

Raph got a bottle of water and headed towards Splinter's room. Gently he knocked and asked permission to enter. Splinter bid him to enter and Raph sat in lotus position, his large bulk squeezing in the tight confines of his master's room.

"Take a few deep breaths, and then simply tell me first who our guest is, and the events leading to her being here," Splinter said, eyes closed and breathing deeply.

Raphael took a cue from his father as tried to breathe slowly. It had always been hard for him to meditate this way, preferring movement rather than sitting still and doing what he considered to be nothing at all.

"The girl is that lion Leo was talking about. Her name is Asha I think, and she's busted up pretty bad dad. Me and Donnie and Mikey, we didn't think it would be right leaving her to maybe die or something. Especially since…" Raph said, in his nervousness was uncharacteristically talking fast.

"Slow down, you're doing fine. Continue."

"Well, anyway when we got there that rhino was pulling up, and Thund—I mean Asha was already there. She must'a been waiting there already 'cause soon as they pulled up she jumped outta nowhere." Raphael fidgeted, took a breath, and tried to continue. Splinter waited patiently. _He doesn't know he's doing so well_, Splinter thought to himself.

"She got that rhino dude to talking. Dad, Shredder is alive. I don't know how he did it, but he ain't dead. That guy said it loud and clear. He said some other things too that I think really bothered her, something about killing kids." Raphael clenched his fists in an effort to keep control.

Splinter stroked his beard at the mention of that disturbing bit of news.

"Dad, who are we dealing with here? They killing kids now dad, that's sick! Whatever the case it, that set her off pretty bad and she killed them all dad. She killed those foot soldiers, and it was rough going but she killed that rhino too. That's why she's in the shape she's in."

Splinter thought for a moment. "How do you feel about all that?"

Raphael was caught off guard. He hadn't actually processed what he'd seen good enough to develop a feeling one way or another, but now that the question had been asked…"

"Well, which part?" Raph was a little confused, but he thought he knew just what his master was getting at.

"About the killing, do you think it was justified?"

After a long pause to consider, Raph answered.

"Well in this situation I can't say I see she had any other choices. I mean, they definitely didn't seem like they was too interested in taking hostages today if you know what I mean. They meant to kill her, so basically it was self-defense. But dad, if they stooped so low as to kill some kids, if that's what the Foot Clan is all about, then they don't deserve any less than what they got tonight."

After a few minutes Splinter nodded that Raph could take his leave. Slowly Raph lifted his massive frame, trying so hard not to knock over the few items that his father had in the tight space. Out in the hall he spotted Leo coming out of the dojo. He walked calmly to where Leo was standing, and without any warning and before Leo could utter a word, Raph punched him square in the nose. Leo staggered back expecting a confrontation, but not an assault.

"What the hell was that for Raph?!"

"Where were you tonight?! You left us Leo, you left us hanging!" Raph exploded over his older brother. He wanted to keep pounding Leo's face, but when his brother looked up at him, nose and mouth bloodied, Raph slowly unclenched his fist and lowered his hand. What was going on with his brother?


	7. Chapter 7: Aftermaths 2

**A/N: This chapter is a tad bit longer than the others and not very action packed. I wanted to establish some interaction between my OC and the turtles a little more, beyond the one liners and distant observations. The next chapter will be a little more of the same, but we're gonna pick up the pace, and also get some more turtle fighting action in too. **

**Also I would like to thank my followers and those who have favorite me and my story. I really appreciate it and it means a whole lot to have other people read what I write.**

**Chapter 7: Aftermaths 2**

Raphael looked down at his brother. Not once could he ever remember of all their fights, arguments, and scuffles, anytime where Leo seemed to cower or back down from him. There was no fear in Leo's eyes, but something else a little more disturbing….acceptance. His hand slowly transforming from a fist to an open palm, Raph held his hand out to his brother. Leonardo swatted his hand away and got up on his own.

"Listen Raph, I know I messed up by not being here with you guys. It was just…" Leo couldn't really tell what it had been, so was glad when Raphael interrupted.

"It was just what Leo? Huh? It was what? What can you tell me that's gonna make it aaalll better?" Raphael replied. He could enjoy this interrogation a little more if Leo would wipe that stupid pathetic look off his face.

"I found out what the Foot are actually up to Raph. They intend on making an army of mutants to take control of the city. THAT'S what I was doing, getting some info." It wasn't a lie per se, so Leo didn't feel too bad and was hoping Raphael didn't ask the next logical question of just how Leo came about this information. Thankfully Raph just stood for a moment.

"So you were out on some kind of recon mission, is that what you're telling me?" Raph questioned Leo. It wouldn't have been the first time that Leo went solo to spy or find out intel, it had just always been agreed upon by all as part of the plan.

Leo nodded, feeling hopeful that Raph would buy his story.

"And none of us were worthy of knowing this why? And if you gimme some bullshit song and dance about wantin' to keep us safe, I'll bust your nose some more." Raph squared up in his brother's face again. If there was something else to know, he'd get it out if him with good old threats of bodily harm.

"It wasn't about that. I decided to do it, and I didn't wanna hear any argument over it. Seemed important at the time, and it was supposed to be quick. It just…took a little longer than I thought. I didn't mean to miss the patrol Raph. You know I wouldn't just abandon you guys. Did you fight, are you all alright?" He asked, but the look on Raph's face told him he was just going to get another sarcastic remark.

"If you'd a been there, you'd know now wouldn't you?" Raph said watching his brother squirm. Leo was getting irritated and that was good. It got rid of that goofy other look he was sporting.

"To not be a complete dick, I will say that a) we didn't fight and b) we got some info of our own. If you think me and you are gonna have tea and crumpets and discuss it, you're dumber than I thought. I told dad about it, get it from him Splinter Jr." With that Raph walked off presumably towards his room, probably with the intent to break something.

Leo stood thinking for a moment. He assumed that whatever information his brothers had gotten, had almost everything to do with why Asha was here. He went over to their makeshift doctor's office where he heard Donnie working. Leo knocked on the wall since there was only a plastic tarp to serve as the doorway.

"Can I come in Donnie?" He asked, prepared for a 'no' and also prepared to simply wait until a good time.

"Come in but don't get in my way," Donnie called out.

Leo came in and immediately stood to the side. Donnie was busy bent over Asha working to take the bullet out of her leg. She wasn't moving or making any noise, so Leo assumed she was unconscious. Leo was always amazed watching Donnie work. His tongue always was peeking out the corner of his mouth in concentration, and his hands as big as they were moved nimbly and adeptly at his work. To gain access to all her visible injuries, Donnie had cut off Asha's clothes. A thin sheet covered her torso and private area. Donatello had already tied off the upper part of her thigh with a tourniquet, and was preparing to dig out the bullet. He had also tied Asha to the makeshift operating table, just in case she woke up. Donnie was working very fast, he had already partially shaved her leg to see the wound better. Leo noticed that Asha's breathing was irregular, the rise and fall of her chest extremely shallow and erratic. Above all was the amount of blood everywhere. It was all over the floor, on the gurney pooled underneath her legs, and all over Donnie's hands and plastron.

"She's lost so much blood already, breathing erratic probably due to the various rib injuries…" Donnie was doing his customary mumbling through the steps as he worked deal. He paused, adjusted his glasses on his face and gave Leo a quick smile. There was nothing happy about it, just another Donnie-ism as he worked.

Leo suddenly felt very awkward and in the way, but he had to get a better look, and see what kind of shape she was in. It was genuine curiosity for the most part. Did she heal quickly like he and his brothers? If she were really a were-lion wouldn't she go back to being a human soon? Would she die here a stranger in their lair, without having learned anything about her and her connection to the Foot? So many unanswered questions ran through his mind. He was brought out of his thoughts by low chuffs and growls. Asha was coming around.

"Uh Leo come hold her leg down for me, she's not resisting too bad but she's starting to shift around, and I can't get it out if she moves," Donnie said not looking up from his work. His goggles were pulled down and the light shone directly into Asha's wound.

Quickly and without asking questions Leo grabbed both her legs in an effort to stop her increasing struggles. He looked from her wound to her face, surprised to find her fully aware and looking directly at him, eyes glassy and a pleading look on her face. 'Please hurry up' that look seemed to say. He saw that she attempted to be still, and with a great effort tried to slow her breathing and stop shuffling her legs.

"Just a little while longer Asha, he's almost done. You're okay," Leo said, surprised he was comforting her. She gave a nod, whimpered and closed her eyes tightly. After a few moments Donnie seemed to have gotten hold to the bullet.

"Got it," he exclaimed as Leo heard the _'thunk'_ of metal hitting a bowl. "Thankfully it was just one, and whole!"

"Now on to those pesky ribs…" Donnie said as he looked at Leo curiously. "Um, Leo you can let her legs go now," Donnie said as he cleared his throat and a small blush crept up on his cheeks. Leo removed his hands. To his great surprise he was no longer holding Asha's legs, but caressing them in an attempt to comfort her. She seemed either to have ignored that, or simply didn't give a damn about it at this moment. Donatello finished wrapping her wound, and moved to investigate her ribs. When he touched them Asha let out a loud growling yelp and actually snapped her teeth in Donnie's direction.

Donnie jumped back a bit, with a slightly amused look on his face.

"I don't think we're quite in a position to do that just yet. You have a lot of injuries here. I just wanna check it out, alright?" Donnie asked politely, hands poised above her ready for the inevitable 'yes'.

"Go ahead," Asha growled behind clenched teeth. "Painful. They're broken, left side," she managed to say. It seemed it took a lot of effort for her to articulate at this moment. To Leo it appeared she was fully aware of her surroundings, and the fact that she was being helped. He thought it would be okay to continue to leave Donnie alone with her, seeing her attempt to cooperate with his efforts. She slowly rolled herself over to her right, giving Donnie a better look at it. Leo couldn't help his curiosity. He peered over and saw a large black and blue bruise spread across her ribcage. It was visible even through the scant amount of fur that remained. She was matted with drying blood where a series of gashes were present. Pointing towards her rib Leo asked,

"Rhino?"

"Yes indeed"

Leo let out a high pitched whistle. "Whoa"

Asha's back was to Donnie, and she was facing Leo. He was looking at her ribs and then took a glance at her face to see what kind of expression she was making. He was surprised for the second time catching her openly staring straight at him. Her gaze was very clear, she was present and all accounted for, not hazy in the least. She was biting down on her lower lip, and Leo could see a very small runnel of blood from the corner of her mouth. Leo felt a blush creeping to his face. He wanted to look away but found he couldn't. Asha's stare was unwavering. Usually when you caught someone staring and you looked back at them they tended to shift their eyes, but she never did. She just kept looking at Leo and he couldn't read her expression at all. It made him nervous. Was she just simply using him as a focal point to process the pain? That was the most likely answer. She wasn't a ninja but was very much a martial artist. Leo knew he had mastered the whole focus and the pain is in your mind technique. He gave her an awkward smile and looked away.

"Do you heal quickly? Like, faster than a human?" Donnie suddenly asked breaking the silence. None of the glances and stared had escaped his notice. He fought hard to hide a smile of his own. He had always seen his brother be chivalrous to any female they rescued, whether they saw them or not. However, he had never ever seen him even come close to a flirt or be enamored of a girl, not even April. _And I'm supposed to be the dweeb _he thought to himself with a chuckle.

"Not particularly. Faster than a human," Asha managed to say. "Not quite Wolverine if that's what you're getting at."

Took Donnie and Leo a moment to get the reference. Then a bright smile spread across Donnie's face, while a half a smirk was on hers. Mikey would love her on the strength of a comic reference alone. After about five or so minutes of examination and wrapping her ribs with Leo's help, Donnie finally allowed Asha to lie back.

"Well, the good news is there doesn't seem to be internal bleeding. I mean, I'm not a doctor but I don't see any place where your abdomen or area around the ribs are distended, so that's always good." Donnie was now washing his hands and speaking to her with his back turned.

"In any case you need plenty of rest so you can heal…" Donnie was saying, unaware that Leo had left the room and Asha was getting up off the gurney.

"…getting something to eat might also be on your to-do list. Hey?! What are you doing?!" He asked seeing her wobbly on her feet.

"Not gonna lay here in my own blood and filth," she said in a tone that brooked no argument one way or another. She grabbed the bloody sheet and attempted to wrap herself with it, then noticed it was bloody and unceremoniously let it drop to the floor.

Donnie gasped, turned a deep crimson and turned his head. She was standing there in her birthday suit for anyone to see, if anyone was indeed looking. Without much inhibition, she turned to face Donnie to ask him where her clothes were, but then spied them laying in a tangled bloody heap. Seeing his reaction she scanned the room for something else to cover with. With his back turned he had reached for a clean sheet and passed it to her. Without saying a word she took it and wrapped herself as best she could. Asha turned to walk out, but remembered her manners. Whatever she thought they were, or felt they were about they had helped her, saved her life perhaps. Turning on wobbly legs back towards Donnie, she made her way to him and placed a paw on his shoulder, turning him to face her. He was surprised at the amount of strength still in that grip even after injury, losing blood, and losing consciousness. She was hardy indeed.

"Thank you Donatello. You saved my life, I don't know why but you did. For that you will always have my gratitude." Asha's eyes were wet with restrained tears.

"I-it was nothing," Donnie stammered. "All in a day's work I guess," he said trying a weak smile and squirming underneath her grip. This was so freaking awkward.

Suddenly without warning Asha leaned in. Horrified, Donatello shut his eyes and tried to shrink away from what he just knew was an impending kiss, but then shot them wide open when he realized just what she was doing instead. Asha had leaned in to give him the customary, mandatory thanks of a cat….the head bop. Ears pinned back, slanted eyes half closed, tail lazily slashing back and forth, and strands of fur making their way up his nostrils, Asha was in kitty heaven. It only lasted a few seconds, but it was slightly torture. He had seen funny cat videos, but never imagined he would be the recipient of a head bop from a giant humanoid lion. Donnie placed both hands gently on each of her shoulders and pushed her back a bit, smiling a lopsided grin to let her know there were no hard feelings. Immediately Asha lowered her head and stepped back, hitting the table with the injured thigh and biting back a howl as pain shot from her thigh to her toes. Donnie reached out quickly steadying her.

"The shower, or bathroom," Asha asked looking embarrassed and silently cursing herself for being presumptuous.

"Keep straight through the common area, hallway, right side." Donnie said watching her limp out of the room. "I wouldn't run water into those wounds just yet, could get infected," he called out behind her.

Asha looked around the lair. She didn't see anyone but had a sense of being watched nonetheless. It was dimly lit with nothing but candles and the flicker of an unwatched television to light her way. Her eyes shined whenever the lights reflected off of them. She didn't need much light to see where she was going. Reaching the bathroom, she stepped in, careful not to lean too much weight on her left leg. She closed the door and flipped the switch that powered a lone bare light bulb hanging from the ceiling by exposed wires. She peered into the cracked mirror. Makeshift though it was, the bathroom and shower area was meticulously clean. There were four shower stalls reminiscent of a locker room setup. Asha took a long look at herself. She looked like shit on a stick that was ran over by a truck…or an overgrown rhino. She lifted her arm to look at her ribs, winced, and lowered her arm. Her leg was also a mess not to mention various cuts, scratches, and bruises. All things considered she was glad to be alive, and the purple clad turtle had done an admirable job with little to no supplies.

Asha looked a little while longer, gathering up the courage to attempt a transformation. Her lion form was stronger, but in her injured state it was more trouble than it was worth for her to remain in it. When she is healthy it's not a problem, but in her weakened state it was like leaving your headlights on all night. She just felt the energy draining from her body from one moment to the next. Slowly she allowed the change. As bones shifted and muscles twisted and settled into new shapes, the pain was almost unbearable. She tried to muffle the screams but to little avail. She held on to the sink for dear life as she crammed a corner of the sheet into her mouth to muffle the cries.

After it was over Asha kneeled on the floor to regain her composure. She felt a little dizzy and disoriented from the pain that now wracked her body from head to toe. She then heard a tapping on the door.

"You alright in there? I heard you screaming," the voice said from the other side of the door. It was the one in blue Asha recognized his voice, Leonardo.

"I'm fine," she managed although it came out almost like a hiss through her teeth.

"You certain?"

"Yes," then a little while after that, "thank you."

She heard him walk away without saying another word. Getting back to her feet, she stood in the mirror once again. She should have asked him for a towel, but she didn't. She made due with a corner of the sheet, wet it and used an old bar of soap on the side of the sink. Carefully she wiped over the bullet wound before rewrapping it. She wiped over her ribs…very, very, gingerly. She even spied a bit of mouthwash and rinsed her mouth which tasted of dirt (from god knows where) and the metallic taste of her own blood.

Finally considering herself presentable, she stepped out of the bathroom. She realized an old but clean pair of slippers had been left outside the door, for which she was eternally grateful. The thought of having to walk barefoot down a hallway in a sewer was enough to make her wanna cut her feet off. Silently padding her way down the hall, she noticed a light coming from a large room that she hadn't noticed before. Curiosity forever killing the cat, she ambled over to the opening of that room. She noticed a figure sitting cross legged seemingly in meditation. His silhouette was different than that of the turtles. Without her cat's vision she couldn't make out who, or what it was so she inched inside the doorway to have a closer look.

"Come, you may have a seat," the figure said, gently patting the floor space next to it.

Cautiously, Asha headed to the seated figure. As she got closer she saw a long tail, and the familiar shaped snout of a rodent. It was a giant rat! With all that Asha had seen, this caught her off guard but she quickly recovered her wits. Wasn't any stranger than being a giant cat, she thought to herself. It took her almost a full two minutes to negotiate her way down, and also make a silent agreement between her constant moving and her angry ribs.

"Now that I get a better glimpse, you look much less like a lion that I expected," the rat said with a slight chuckle.

"Should have seen me in my full glory a few moments ago, you would have been amazed," she said starting to chuckle a bit on her own until her ribs reminded her that it wasn't such a good idea to get happy right now. At that he gave a small nod.

"My name is Master Splinter, and I am the adoptive father of my four fine boys whom you have already met."

"My name is Asha of the West African Mfalme tribe," Asha said, a bit of pride puffing her aching chest, but just a little. Truth was she was outcast from her tribe and labelled a man-eater.

"It was nice to meet you Asha of the Mfalme," Splinter said trying that last word on his tongue, then opening one questioning eye to affirm he had pronounced it correctly. He had.

**Karai POV:**

She was in a much better place today. Those disgusting mutant children had been summarily executed and left in a conspicuous area to be found. If whoever killed Rocksteady was out there, it was better to force that person into making a mistake. What better way to do that than to prove that whoever these children were to them, that they had failed to protect them. Karai had to draw them out into the open to be killed, there was no two ways about it. It was either do this or face the Shredder with yet another failure and this time she feared not only for her position but her life.

She'd had her henchmen take the bodies and dump them in Central Park. They could be seen by the early morning joggers, drunkards, and drug addicts. One such individual had noticed a small foot from underneath the bushes that lined the path. Horrified, they'd immediately called the police. In a matter of hours it became the biggest news story in the city. Now it was only a matter of time. Rocksteady's killer would have to show themselves, and Karai knew they would. You didn't track them down over the course of a few days, and then face down someone like Ivan Steranko only to give up and not react to the death of those kidnapped children.

Making her way down the familiar hallway, Karai once again entered the lab. It was like déjà vu every time she came in here. The same scientist, bent over the same beaker, jotting in the same notebook. She felt sick to her stomach because all it meant to her was stagnation, and by extension her neck on the proverbial – and quite possibly literal – chopping block.

"We have given you a team of scientists, the most sophisticated equipment, and at least four months prior to bringing you children, yet we have very little mutagen." She said startling all of them from immersion in their research.

"Mistress Karai, we…" the lead scientist was saying until he realized he had nothing to say.

"Have you even figured out a way to synthesize the mutagen at least?" Karai waited patiently for him to admit the failure. She already knew the answer.

"We…need more of it. There's not enough of a sample to draw from."

"Dr. Stockman are you saying the Foot has failed in providing you the necessary means for completing your assigned task?" Karai was looking at him as though the question was benign, but there was a dangerous tone underneath it. She was nearing the end of her rope with the good Dr. Stockman.

Silence as Stockman's mouth worked without finding any words to accompany the action. Karai crossed the room quickly, standing nose-to-nose with him.

"Come with me," Karai said grabbing the back of his neck in a clench and giving him one swift knee to the gut. Dragging him by the back of his neck, they crossed the room again. Karai opened a double door onto another room with a vat the size of a bathtub sitting in the middle. Connected to it by a series of tubes, were containers of synthesized mutagen. The machine used in its creation was humming softly. Kicking the backs of Stockman's knees, Karai made him kneel over the tub-like vat.

"You seem to enjoy the mutation process. The next time you fail me you will experience it firsthand. Your colleagues would rather enjoy experimenting on you I would wager," Karai spoke into his ear, inching his face ever closer to the substance in the vat. Stockman's eyes were wild with fear, the Foot clan did not make idle threats.

"We should turn you into something disgusting. We already have a rat, how about a dog? Maybe a pig? Or maybe a fly would be more fitting since you always seem to wear that shit eating grin, it would be so fitting wouldn't it?" Karai spat at him, held him a little longer for effect and finally released him. Stockman gagged and released a breath he was unaware he was holding. He knew she meant business because she never used foul language. She thought it was beneath her and that people who cursed a lot were idiots without a proper vocabulary.

"Get yourself together and get back to work. Within two weeks I want double this amount of mutagen synthesized, and if you play games with me you will find my threats to be promises." Karai gave him a disgusted once over and left the room.

On her way back down the hall her phone vibrated in her pocket. Reaching for it she saw that it was Eric Sacks calling her, which could only mean that Shredder wanted to see them both. Not good. She had no progress to report but not showing up wasn't even remotely an option. Taking a deep breath, she got to the underground garage into her vehicle and headed to Shredder's seat of operations outside the city. The drive was long and she desperately needed that time to ponder what Shredder wanted, and how she would respond without tying a noose around her own neck.


	8. Chapter 8: Breaking Points and Warthogs

**Chapter 8: Breaking Points and Warthogs**

Splinter sat down to his customary morning tea. He thought over what Asha had told him of her story. She told him that at the tender age of nine, she had been exiled as a man-eater by her tribe. She had gotten into it with a young human boy, and when he hit her too hard Asha bit him. Shocked, the young boy began to fight for real, realizing what Asha was and becoming frightened of her. Asha had told Splinter that she had tried to explain, to comfort the boy, but he continued to fight hitting her multiple times in the face. She had told him it was then she'd snapped. Only a child and not fully in control of her impulses or transformations, she shifted much to the young boy's horror. He swatted again and this time she bit his hand drawing blood and feeling a sudden urge to draw more, to kill, to devour him. That is exactly what she did. Some villagers came upon them, seeing his mutilated body and Asha hunched over him, mouth bloodied. She had been taken before a council. Man eating was punishable by death, but given her age and lack of self-control she was banished. Sent to America with an uncle who would raise her, and teach her the discipline she needed to steer her away from becoming a true man eater and hunter of humans. Splinter had asked her to keep this information between her and himself, but she refused. She told him that if they were to ever trust each other or forge a friendship honesty would have to be practiced on both sides. He was hard pressed to disagree with her logic. Plus, she added, she certainly wanted to know their origin story. He directed her towards his sons who were more than happy to explain it, Mikey more than the others.

"…and that's how we became what you see before you now," Leonardo was finishing.

"Yes that's how we became the most awesome, not to mention sexiest turtles you have ever laid eyes on sweetness," Mikey said winking and smoothing a hand over his bald head. "Ow," he said as Raphael threw a small pillow that hit him square in the face. Mikey grabbed an old pizza box near at hand and threw it at Raph like a Frisbee, grazing him on the side of the head. At that Raph let out a growl and charged Mikey, jumping over Asha's head who was sitting in the middle of all of them on the floor, and tackling Mikey to the ground. Leo shook his head and so did Donnie.

"And this is everyday you guys do this?" She asked.

"Every single day, if not these two then Leo and Raph," Donnie commented getting up and heading to the kitchen.

"So Raph is the common denominator then?"

"See, someone else noticed the same thing," Leo said with fake exasperation.

At the mention of his name Raph stopped punching Mikey and turned towards Asha.

"Watch it Meow Mix, we ain't cool enough for you to have my name in ya mouth," He said eyeing her before he turned around to give Mikey one more playful punch and then get off of him.

"I owe you for all those cat jokes. Soon as my ribs are alright, me and you are gonna have a talk," Asha said feeling her way around Raphael to see if he was joking or not. Leo was looking at him with a blank face.

Raph looked at her for a moment, then grunted and waved his hand dismissively in her direction. It was as if he were dismissing her as insignificant and not a threat to him in the least. He walked by and bumped her as he passed on his way to the kitchen. Asha winced as a pain bolted from her ribs down to her hips.

"Raph," Leo warned

"Can it fearless," Raph said, back still turned and turning a corner.

"Don't take it personal my lion queen, he's a big softie underneath," Mikey said, rubbing his arm and giving her a big lopsided smile. He scooted closer to her and placed an arm around her shoulders.

"Mikey, have you absolutely no shame?" Leo asked, smirking and shaking his head in a _'wtf'_ kind of way.

Mikey fanned his brother away and scooted even closer to Asha, grabbing the edge of the sheet she still wore as a makeshift toga, pretending to "adjust" it on her shoulder.

"Where we gonna get some clothes for you," he asked straining to keep his eyes above board.

"I have some clothes stashed away. Not much just a few items that I desperately need to go get," Asha said gently grabbing the edge of the sheet out of Mikey's hands and readjusting it herself.

"April is so gonna kill you, and I'm so gonna let her do it. I may even find a way to facilitate the murder. I will personally help her hide the body. We're already in the sewer no one will ever find you," Leo jokingly warned.

"Plus she's on her way right now, or did you forget you read her text to us an hour ago that said she'd be here in an hour?" Leo asked knowing full well Mikey had forgotten all about it.

Mikey's eyes almost fell out of his head. He made distance between himself and Asha so fast you would have thought she had a severe case of the cooties.

"So, this April girl is your girlfriend?" Asha asked amused at Mikey's reaction, and genuinely curious that another girl liked one of the turtles. Mikey nodded.

"Yet you've been flirting with me unabashedly for the short time I've been here. Now don't get me wrong, it's been adorable but uh, yeah Mikey what is she gonna say about that?" Asha was asking, holding back a giggle as Mikey started to wring his hands and dart his eyes around guiltily.

"Please do not encourage him by telling him he's been adorable. Now he won't stop it…ever," Leo said, looking at Asha and trying to keep his own eyes above her cleavage as the sheet was starting to do a poor job of covering her properly. She constantly had a hand on it to keep it from completely falling to the floor.

"He won't stop what, ever? Mikey what have you been up to since I've been gone a grand total of three days?" April said standing at the entrance to the lair with luggage and what smelled like fresh pizza. Asha's stomach growled at the scent of it.

"April! Angel cakes! It's soooo good to see you, I missed you so much," Mikey was pretty much jumping up and down, and nearly bowled Asha over in his excitement to get to April. He grabbed her up effortlessly and gave her a long lingering kiss. It got uncomfortable really fast for everyone else privy to the sight.

"Ahem," Leo pretended to clear his throat. "Mikey, we have a guest not to mention that I'm on the verge of puking in my mouth a little."

Mikey put April down. Both of them were flushed a bright pink, with April looking a tad embarrassed, and Mikey with a grin. He bent down and whispered something huskily in her ear that made her blush even more and playfully push him away. April gave Asha an appraising look and Asha returned. No matter where you were, who you were, or what species your man was, all women had to claim their territory that was just the way it was.

"And this must be the beautiful culprit who has my man all in a tizzy." April teased half-jokingly. Asha struggled to get to her feet, not wanting to seem like a basket case. April noticed her pained expression and the effort she made to hide it. After a few moments of watching Asha struggle and grab her ribs while maintaining a modicum of decency with her sheet, April put two and two together.

"This must be the one you were telling me about, that had it out with that hideous rhino mutant thing," April said scrunching her nose. "Here let me help you, although you really didn't have to get up my account."

"No it's okay, I gotta start moving around or else it gets stiff."

"Gets stiff? It's been barely 48 hours since you got injured in the first place," Donatello was saying as he was coming out of the kitchen carrying something wrapped in plastic wrap. "You really shouldn't be up at all truth be told Asha."

"Meh," she shrugged.

"What you got there Donnie," April asked, seeing that he had turned his back and busied himself with what was in his hand.

"I'll tell you what he's got," growled Raph, seeming annoyed as per the usual. "I caught him in there sacrificing a box of pop tarts is what he was doing."

"Sacrificing is a very strong word that sends all kinds of negative connotations. You guys told me you didn't want me licking the icing off, so I simply…cut it off the top of the pop tarts," Donnie said defensively.

"Yeah whatever, you're just weird Donnie. Why you gotta be such a drip, huh?" Raph said throwing one of his old foot wraps at the back of Donnie's head.

"What did you just throw at?…OMG! Get it off me!" Donnie shouted, jumping up and trying to shake the dirty piece of cloth off his shell. Asha noticed he never did drop his pop tart icing. After he managed to get it off, Donnie gave Raphael the dirtiest look he could manage, which was actually quite menacing, except Raphael was too busy laughing to notice it.

"Alright, well now that I'm standing I might as well go get my things," Asha said putting on the old slippers and preparing to leave the lair. She didn't know the sewers as well as the turtles or Splinter, but she had a good handle on the streets and the street names were painted on the walls of the sewer whenever there was a nearby intersection on the surface.

"Hmm, sweetie are you going to march through the sewers with nothing on your feet but those?" April asked looking down at her pitiful excuse for shoes.

"Here, I have some stuff in my luggage that I think might fit you. I'm a little taller, but my sweat pants and a t-shirt should be fine." April dig through her bags and quickly found some clothes for Asha to slip on. Asha thanked her and went to the bathroom to put them on.

A few moments later when Asha came back to the main room, everyone was watching the television. It was a news station, and apparently some big story was being broadcast.

"Come on April, your first day back and you already wanna be glued to the news?" Mikey complained. "Don't you wanna come hang out with your main dude, or at least play a video game if the boob tube gotta be on?"

"Hush for a minute Mikey, I'm trying to hear this. They think this is related to that kidnapping that happened in Philly this past week," April said, returning her attention back to the news. The mention of Philly got Asha's attention. This is where her dojo was located and the kidnapping had made some news, although Asha figured it was just local. She listened more carefully.

"_Tonight on Channel 6 news a breaking story. The bodies of five children were found dead early this morning in Central Park. The bodies are believed to belong to the children who were abducted in an attack on a local dojo in Philadelphia. The local authorities had no leads on the identities of the attackers, and the attack itself is being regarded as domestic terrorism. The attack left several people dead including the owner and master at the dojo, Geoffrey Mfalme. An early morning jogger who wished to remain anonymous, stated that quote:_

_ "It was the most horrible thing I'd ever seen. The bodies seemed to have been partially mutilated, and each with one shot to the back of the head. I won't be able to get the image out of my mind."_

_The police are asking anyone if they have any information leading…." _

Asha stood stunned as the anchor woman trailed off to another story. Numb. Tears stung the corners of her eyes. The turtles, April, the monitors, everything was now behind a waterfall and moving in agonizing slow motion. Her feet and legs became lead, and her mouth instantly dry. Asha could swear she felt her heart break into a million pieces as it made its slow descent to the pit of her stomach. Then she ran.

Leonardo was the first to notice the news casts effect on Asha. He was about to turn and ask her if any of this was connected to her, and instantly got his answer as he witnessed her jaw slacken and her eyes gloss over. Then suddenly she tried to run. It was better than he thought she could given her injuries, but it was still nothing more than a hobble. He started after her, but was stopped by Splinter.

"Let her go my son. She needs this time."

"Dad, she's not at herself she could get hurt and she's already injured," Leo protested. He looked at his father pleadingly, but to no avail. He finally settled back down on the couch, no longer interested in the pizza he was eating.

Everyone sat in a long silence.

"So I guess those were the kids she was talking about then. They killed them like they was nothing." Raphael said, not believing what he had just watched and heard.

"We can't let them get away with this, dad. We gotta do something about it. How can they just kill little innocent kids? I guess they couldn't use 'em for whatever, then just threw 'em away like, like garbage!" Raphael was becoming increasingly angry. The incredible injustice of it all weighed heavily on him and made him want to take action immediately. He also began to feel sorry for Asha, she had come all this way only to have failed at protecting her kind.

"Donnie, how long was that tracker on for?" Leo suddenly asked. He wanted an answer, but also to break the stunned silence.

"Um, it stayed on all night. Why?"

"We need to get a fix on every place it went. Where ever it remained the longest is probably a good bet that's where the headquarters is. Get a bead on it a.s.a.p. How long do you think it should take?"

"It should take me a few hours at least to get all the coordinates, but I'll get them. He was a busy rhino that night. I can only assume he was delivering more weapons or something along those lines. Let me get cracking on that right away Leo." With that Donnie disappeared into his lab to get started.

"We need to do a patrol tonight. April, please stay here just in case Asha comes back. She's not in any shape to come with, and honestly, I think it should just be us so we can come up with a plan. She'll either be on board or she can go her own way. I'll be in the dojo if anyone needs me." Leonardo said heading towards the dojo.

"And what are me and Mikey supposed to be doin'? Playing chutes and ladders 'til time to go?"

"I'm up for a game of that if you are Raph?" Mikey asked with a serious look.

"Mikey if you don't…"

"You and Mikey make sure the Shellraiser is on point. If that place ends up being far away, we won't have time to take the rooftop route."

Raphael nodded and headed towards the old train station that served as the garage with Mikey in tow, and slightly complaining the entire way there.

**Karai:**

She had escaped the meeting with Master Shredder with her life, but that didn't mean she was off the hook. She needed to come up with some mutants and more mutagen quickly. He had made it very clear that if there were any more failures, the next meeting would not be so pleasant. She made it back to the headquarters and immediately visited Dr. Stockman. Karai was tired of visiting him. She disliked his skittish behavior and deemed him sneaky and untrustworthy in the matter of the mutagen research. She had always felt that he had ulterior motives beyond the applications he had been tasked with.

For the umpteenth time in past week or so Karai entered upon the good doctor. This time thankfully he was seated instead of standing, and was looking into a microscope instead of writing in that infernal journal of his. Thank goodness for small favors.

"Project Bebop, is it ready?" Karai asked with no preamble and certainly no courtesy. Dr. Stockman stood to face her.

"Yes in fact it is, and so far it's been successful. The subject was transported to recovery room 4. He should be ready to go by nightfall," Stockman said, fidgeting with his lab coat but otherwise seeming relieved that he was able to give news of success this time.

"His mind?"

"Surprisingly he was conscious and seemed to have retained every aspect of his personality. In point of fact, I would go so far as to say he was pleased with the mutation. I suppose that makes sense considering he practically volunteered for it after seeing Rocksteady. We placed him under a strong anesthesia in order to speed up the recovery process." Stockman waited for her response. Finally she indicated with a lift of her chin that she was done and he could go back to his work. He sat back down shaking his head slightly. He thought she was really beautiful if she would ever soften up. Her heavy bangs looked nice but covered an otherwise small angular face. He shook his head, wondering if there was a man alive that could chisel the ice that surrounded her.

Karai stood in the observation room adjacent to recovery room #4, and peered in on the mutant on the table. He was huge. That seemed to be the way of the mutagen, to augment the size to something bigger, never smaller. Covered in a sheet, she could make out the shape of the massive warthog-like mutant. Anton Zeck was tall and this remained true. His skin was brown and in some places covered with coarse wire-like boar hair. Amazingly he was able to keep his signature Mohawk. His face and head were huge. Two tusks prominently stood out on either side of his snout, white and sharp. His small beady eyes fluttered and he was mumbling incoherently.

Karai stood back away from the window pleased with what she had seen. She would place him in charge of her foot soldiers. Anton was dumb like his friend, but reveled in chaos and violence. It was perfect. Then she hit upon a plan. It was perhaps reckless but she was desperate. The clock was ticking and Shredder had become impatient for his triumphant return. They intended on making an army of mutants, but at this rate it was never going to happen. The people of this city would only be moved by fear. They feared the unknown, they feared what they didn't understand. Perhaps they should become what they feared. The mutagen worked on any human, transforming them into any number of things. What better way to frighten them into subjugation than to make mutants out of as many as possible. Shredder could be their salvation. They would not know where else to turn, and if he gave them promises of help, they would be so much putty in the hands of the Foot Clan. A rare smile spread across her hardened features. This might actually prove entertaining among other things. Heading back to her private quarters to collect her thoughts and maybe rest a little, she called Erik Sacks. He was going to have to give up the extra mutagen that he didn't think she knew he was keeping. She wondered if she was the only one out of the loop on that fact though. It wasn't like Shredder to not know all of their secrets no matter how guarded. It didn't seem plausible to her that he would _not_ know exactly how much mutagen was available, and who had it.

The wheels turned quickly in Karai's head, but she didn't have time to sort that out. There was something fishy and she couldn't figure out where the possible deceit was coming from. Was it Sacks whom she never liked or trusted? Or was it Shredder whom she had come to respect and love as a father? Would he hide things from her that were important to the tasks set before her? It was more likely that Erik was setting her up for failure, thus removing her from the picture and currying favor with Shredder. There was a reason her master was so exasperated at the time it was taking to create mutants. He probably assumed that Erik had given her all the mutagen they had, and that the failures were due to incompetence on her part. That sneaky miserable lowlife, he would pay one way or another for trying her like that. For now she would play well with others until her plan was assured. Then Mr. Sacks and Karai would have a little discussion, and he isn't going to like the outcome.

**At the Lair:**

Leo was pacing in the dojo. It was almost time for the patrol and Asha wasn't back yet. He was worried about her state of mind and where she had ran off to in her injured state. He was worried about what Donnie found out. He was worried about his own feelings about Karai the next time he saw her, and there would be a next time. Would she out him to his brothers about their little excursions on the water tower? He couldn't believe he was still carrying a torch for this….bitch. Well, it wasn't quite a torch it was more like carrying a large lighter but potato potahto. Leo realized he was more smitten with the potential of someone liking and accepting him and the fact of his being. However, there was potential elsewhere wasn't there? There was Asha possibly. Maybe. Ok, Leo get it together dude he thought as he continued to pace and lazily swipe his swords and do half a kata. He should really be sitting down and meditating but he was too jittery for that. Now he began to understand why Raph always worked out for his meditation. To his dismay he was realizing that he was easy to fall for girls. Mr. Self-Control, had little to none when it came to girls he thought might be interested in him. Why, pray tell, did he think that Asha was interested in him beyond perhaps an acquaintance? Was it that time she was staring at him on the gurney when getting worked on? Ooh, or maybe it was that time she somewhat laughed at the faces he made when Raph threw one of his zillion tantrums. He had to laugh at himself. She was very pretty. He hadn't ever seen a woman in real life with flawless skin like that, and hair that was so puffy and big and soft and all over the place. Not to mention that little peek-a-boo he got of her breasts as she was adjusting that sheet she had on. It was enough to make his shell tighten a little at the thought, and then quickly got hold of himself. Donnie peeked in the dojo.

"Good, thought I could find you in here. Leo I pinpointed a spot that I believe might be a headquarters of some sort. Rocksteady certainly spent a lot of time in that location that night. He made at least three more stops aside from that, do you think we should make a stop at those places too?" Donnie asked, but he knew his brother well enough to know a) what the answer would be and b) his brother had a lot on his mind.

"No, we're not gonna waste time. I don't know how close they are to carrying out their plans, and they really cranked it up with those kids. My gut tells me time is short Don. We'll go to the place where he spent the most time. Where was it?"

"It was in Brooklyn actually, not that far away so I think we can safely take the rooftops. If we start early we can get a good vantage point and watch for a little, see what we can see." Donnie was eyeing his brother. He looked fine only a little distracted for the most part.

"Yeah good thinking Donnie. What's everybody else doing, it's quiet? I don't even hear Mikey bouncing around. Did Raph finally kill him?" Donnie gave Leo a look. Took him a moment to figure it out. Then a huge smile spread across his face. 

"Whoooa yeah, I forgot April was here," Leo dropped his voice to a whisper and up an octave or two. "Are they?"

"They're in his room"

"Yeah but are they…?"

"I think so."

"What?!"

"Heard moaning, that's why I got out of the lab so quick."

They looked at each other and held their hands over their mouths, doubled over in laughter.

"What the hell are you two idiots laughing at in here?" Raph asked apparently coming in to work off some pre-patrol steam.

"Mikey's in there getting it with April." Leo said between laughs. Raph's eyes went wide. Then narrowed.

"Nah, you're lying both of you."

"Would I really be outside of my lab at a time like this if I didn't hear…..sounds?" Donnie asked. He was laughing so hard his glasses sat crooked on his face.

Raph thought about that, then scowled.

"That little dipshit! How is he gettin' what we ain't gettin'?"

"I've been wondering that for the longest." Leo said gathering himself and trying not to look back over at Donnie. He knew if he looked over there he would start laughing again.

"I thought it would be either me or you that got a girl first, Raph. No offense to Donnie or Mikey." Leo took a gamble to look over at Donnie who just shrugged his shoulders.

"None taken. By my calculations, even human nerds have very little chance of scoring a girl. Especially one so, physically appealing as April. In fact, in competition between alpha and beta males vying for the affections of a female, the beta males only have a 0.005% chance of…"

"We get it Donnie," they both said.

"Well, what Donnie's saying got some truth to it. That human nerd Vern can't get no pussy to save his life either." Raph stated moving over to the punching bag and hitting it half-heartedly. His brothers nodded in agreement.

Just then they heard shuffling and a soft light pair of feet headed towards the bathroom, followed by the heavier foot fall of two-toed feet behind them. Donnie and Leo looked at each other again, Donnie's eyes pleading to Leo not to start laughing, and then they doubled over again. Even Raph was snickering behind them, but still trying to punch the bag.

Donnie took this chance to wrap an arm around Leo's shoulder companionably. Leo at first avoided his brother's regard, but Donnie could be persistent. He finally looked at his brother and smiled at him. Donnie returned the smile but still held on to Leo.

"Everything will be okay Leo. I don't know all that's running through your mind, but you don't always have to carry the weight of the world on your shoulders. Doing your best Atlas impersonation isn't going to help us. We're a team in more ways than just fighting. If you need to talk, I'm here. No heat, no judgment. I've got your shell man." Donnie gave a pat to Leo's shell and walked away without giving his brother a chance to respond, or lie and say nothing was wrong with him.

Leo really appreciated that. In many ways Donatello was the emotional backbone, anchor, and counterweight of the group. Leo thought the importance of that was overshadowed by Donnie's intelligence, but the truth was they were equally important to the team dynamic.

Leo figured it may be another hour or so before it was truly dark enough to leave the lair. He resisted a terrible urge to find Asha. She had been gone for hours now and it was niggling at the back of his mind that she may be in trouble. He pushed it out and sat down for a quick meditation. He needed to focus and gather his emotions and thoughts. He couldn't spare the extra time or emotional energy to deal with Asha at the moment. For all his so-called budding feelings, his priority was his brothers and stopping the Foot. Not holding Asha's hands through her personal crisis. He folded his legs, slowed his breathing, and thought about nothing at all.

**A/N: I swear on everything that is holy there will be fighting in this next chapter. I have some stuff planned that should hit you right in the feels, but I must build up to that point or the effect will be lost. Bear with it, you will be rewarded hopefully to your satisfaction.**


	9. Chapter 9: The Night's Watch

**Chapter 9: The Night's Watch**

The four brothers watched silently from above. There hadn't been any movement around the old deserted strip mall since they got there. The rooftops in this neighborhood were low, so they were thankful for the equally low lighting caused by broken street lamps. Leonardo and Donatello seemed to be statues, hardly ever moving except to adjust their position from time to time so that their legs didn't fall asleep. Aside from the occasional thwack of Raph's hand hitting the back of Mikey's head for some undisclosed reason, even those two were extremely quiet. The weight of all that had passed settled on each of their shoulders. The Foot Clan had always been in their view a sophisticated gang of criminals lead by a megalomaniacal leader. They had committed crimes like theft both petty and grand, cyber-crimes, destruction of property, and generally anything that Shredder deemed necessary to fulfill his desire of ruler ship. People had been hurt and some had even been killed in various attacks on the city, but all of that seemed to have been collateral damage for lack of better terms. Never had it occurred to the turtles that they were dealing with a group that could execute small children as a means to an end, like common serial killers, but they guessed it shouldn't have been a surprise. This was the same group of people who hatched a plan to kill the majority of people in the city indiscriminately. For some reason though this seemed more personal. To actually seek out specific children and harm them, kill them, seemed worse somehow. Worse than the general consensus that people were nothing more than chattel to be ruled or killed in whatever way Shredder wanted. Their master was right when he told them that Shredder's cruelty was ever-reaching.

Leo and Raph took it the hardest. Raphael hated the injustice and the taking of such innocent life for personal gain. Leo had the same thoughts, but he also thought of Karai. She is the Shredder's lieutenant, so it is only logical to assume that she would have at least known about the children's murders. No, Leo thought to himself, more than knew about….ordered the executions. He didn't think she had done the actual killings herself. That's what henchmen are for, but she had to order it didn't she? Yes, she did. He felt his heart turn a little colder at the thought. It was one thing to try to hurt the turtles, but another to be a person that could contemplate the killing of small children and be okay with it. No, whatever he thought he felt for her was gone. He could almost feel it physically leave his heart and mind. Worming its way out and leaving a trail of cold behind it.

Suddenly in the distance headlights of what seemed to be several vehicles brought him out of his thoughts. His body tensed and he could feel Don tense as well. It was a mini convoy. Several delivery type trucks rumbled into the old cracked parking lot. They didn't bother to go around back or take a more hidden approach. This was all right in the open where anyone could see. Once parked, several groups of foot soldiers poured from the backs of the trucks and stood at attention at the large double doors that were once the main entrance to the mall proper. All the brothers leaned over the rooftop edge, barely breathing and watching every movement of the people below. No one seemed to be speaking, everyone appeared to already know what to do as though this had been rehearsed many times before.

The large double doors opened and all four turtles inhaled sharply at what emerged. A very tall warthog type mutant stepped out. It must have shocked even the foot soldiers as they took one tentative step back as a group, their heads darting from side to side as if to confirm to one another they were all seeing the same thing. The warthog shouted a command, and immediately the foot soldiers snapped back to attention. The mutant motioned for a couple of them to hold the doors open. The rest of the soldiers filed in only to return moments later carrying large crates. It took four soldiers to each crate to carry it. They began loading them into the delivery trucks. Leonardo squinted trying to make out the word stamped on the side of the crates. Then his eyes widened when he realized what it must be.

T.C.R.I

Stamped as big as life on the side of all the crates, and it was then he realized he didn't need to see the contents of the crate to know what was inside. He already knew, mutagen. It was mutagen or whatever version of it they had managed to cook up. How did they get so much? He wondered and looked over to Donnie to silently ask him that question. Donnie shrugged his shoulders in response, eyes wide and licking his lips which had suddenly become extremely dry. They all looked back down to watch the scene unfold in the parking lot. For several more minutes foot soldiers continued to load crate after crate of mutagen into the trucks. As the last of the soldiers filed out of the building, Leo's breath caught ever so slightly in his throat as Karai exited the building. She stood in the large doorway surveying the last of the work. She was dressed for fighting. She wore all black either a one piece or very snug shirt and leggings, black tabi boots, shoulder, shin, arm, and chest guards. A sword was sheathed on her back and a gun at her hip. Her black hair pulled back into a high ponytail.

Leo drank in the sight of her. He momentarily thought back to the first night he had met her on the water tower. A pang of regret hit him, then he remembered five small bodies dumped haphazardly in central park, and his heart hardened a little more. Karai took one more look around and then climbed into the passenger side of the lead truck. The warthog was driving another. Before the trucks could leave the parking lot, the turtle brothers were on the move following closely behind.

"What're we gonna do now Leo?" Raph was asking as they descended a fire escape to the street below.

"We're gonna follow them. Whatever they have planned they're pulling it tonight. No time to go back to the lair and plan it. We have to just roll with it and do what we need to do." Leo said as they entered the sewer system.

Raph nodded and kept up the rear as they moved swiftly through the tunnels and passageways beneath the city.

**At the Lair:**

Asha slowly made her way back into the lair. All was quiet except the television that was on and watching April instead of the other way around. She assumed master Splinter to be in his room and the boys to be on patrol by now. She had spent the better part of her time running to her own hiding spot and crying her eyes out. It was a bad idea to have run off. By the time she got to her spot, the wound on her leg was slowly seeping blood and her ribs howled in displeasure and pain. Her breathing was ragged and her limp was a little more pronounced. She went to the kitchen to grab something to drink. She was sitting there for a while she guessed, until she was startled by a hand on her shoulder. It was April.

"Hey there Asha." It was all April could muster for a girl she had only just met. She seemed to need a friend at the moment. Asha simply gave her a nod to acknowledge she had been spoken to.

"Are you…alright?" Another lame question. April was surprised by the look of grief and resignation on Asha's face.

"I failed them." Asha said simply before taking another sip of water.

"No one knew that I went after them. The parents were content to allow the police to handle it, but I knew that what happened wasn't a random act of violence. I saw the carnage and the mutant." Asha had her hands wrapped around the glass. She fidgeted with her fingers as she paused, trying to find the words to express how she felt to a total stranger.

April simply waited for her to continue. She wanted to extend her hand, offer her a consoling pat on the back but restrained.

"I knew the police couldn't handle it. They didn't understand what had truly happened. Our community of shifters can be a timid bunch. The older ones have worked hard to blend into a society that does not know of their existence, and would persecute them if they did. They fear exposure above all."

Asha took another sip of water, took a deep breath and continued. She wasn't so much telling April what happened, as she was sorting it out to herself out loud. April just happened to be there.

"I went to the parents of the children taken, trying to rally them. They refused to speak to me. My past…followed me here. They knew that I was in exile and why. They looked down on me as a murderer, and they viewed my desire for revenge as an excuse for me to kill. They were just paralyzed with fear." She turned towards April, fresh tears welling in her eyes.

"They wouldn't even move for their own children, April! What kind of parents can see harm come to their kids, have the means to stop it, and yet don't move a fucking muscle? Not lift a goddam finger to stop it?!" Asha was almost yelling and pounded a fist on the table for emphasis.

April place a hand tentatively on Asha's shoulder. It wasn't rejected. April could see Asha about to break down, but made a great effort to restrain it.

"I can't cry anymore. I have to get better, and I have to take revenge for those kids and for my uncle. If their parents won't then I have to. I have to kill every single one of them, and if I die as well…." she paused allowing herself to absorb the full gravity of her statements.

"If I die then that will be my penance for failure." She looked April in the eyes. Instinctively April recoiled in the cold light of Asha's amber eyes. This must be what it feels like for a lion's prey to see it in its entirety before it is consumed. Looking into her eyes, April wondered how anyone could not think this girl was an animal at her core. There was something very predatory in her presence. Her short stature was a complete deception. Her aura was dominant and forceful. Her demeanor caused one to be wary as you would around a feral cat, which could either pounce and attack, or allow itself to be petted and friendly. At the moment, she was allowing herself to be petted.

A few moments passed before April did anything. She watched Asha drink the last of the water, took the glass from her and washed it. She then reached down to help Asha to her feet. Asha looked at her at first not understanding the gesture, then allowed herself to be helped out of the chair. Her leg didn't really ache as much and the bleeding had stopped. Her ribs on the other hand were another story. They hurt like hell and Asha knew she wouldn't get a good night's sleep. Silently they walked over to the couch. There were some blankets laying around and they each grabbed one and snuggled under it. Neither of them spoke or bothered to turn the television off. When they awoke later in the night, they would stare at it in horror and disbelief. For now it was time to get some sleep.

**Underground:**

Donnie loved New York. He also hated it. It was truly the city that never slept. It was as if the people had to live in shifts, the day shift and then the night shift. It made moving around at night only slightly less dangerous as moving around in the day. Only the shadows afforded them the slightest chance of coming above ground without immediately being discovered. At any given time depending on which island you were on, you could be caught in a traffic jam. The busiest place in the big apple was always Time's Square. No matter what time of day or night, there was always a throng of people. They were partying, they were eating, they were sightseeing, they were fighting, they were criminals, they were innocent, and they were all there. They were always there.

The turtles were keeping a good pace, and since they were so accustomed to the sewer system, they had no problems following the convoy. Each of them were breathing a little heavier because of the cardio they were getting. They were jogging at a good clip, not staying in lock-step with the trucks, but staying close enough to keep them in their sights and adjust their direction should the convoy change course. So far, the course had been steady.

A knot was growing in Donnie's gut and he wondered if the same were happening with his brothers. He cast furtive glances around at his siblings. Leonardo had a mask of determination, his face unreadable as was the case in serious situations. Raphael wore his customary grimace faltering only due to growing fatigue. Mikey was also wearing his customary look which always gave the impression that he could burst into a full blown smile at any moment. Mostly that was the case with Mikey. He was the only one not showing fatigue since he wasn't running, but instead keeping pace on his skateboard. The convoy of trucks was nearing Time's Square, and Donnie then thought he understood finally what the plan was all along. He stopped suddenly causing Raph to almost run into him, and causing Leo to run right past him. Mikey stopped and looked up at his brother, wondering over his terrified expression.

"What the hell Donnie, what you stop for?" Raph asked angrily, but also taking in his brothers frightened look.

Leo stopped and turned back around to see what the holdup was. He was looking expectantly at his brother. He knew he wasn't going to like whatever revelations that were gonna come from his brother's mouth. He waited patiently.

"Guy's didn't the rhino say they were creating an army of mutants?" He asked looking around at each of his brothers. Raph was irritated to be going over facts they knew already. Everyone nodded yes.

"We thought they would do it slowly, given that there was not an ample supply of mutagen to be gathered. We knew they wouldn't waste resources…" Leo twirled his hand, indicating that Donnie should cut to the chase.

"I don't know how they got the amount we saw them place into those trucks, but they appear to be well on their way to getting that army together." Donnie waited wondering if his brothers would catch on without him having to finish. When they said nothing he let out a small frustrated groan.

"Guys, think, we are headed towards Time's Square, the busiest place at this time of night. Mutagen acts quickly as we know, it only needs to touch you in order for you to be changed." Donnie was almost whining.

Realization even dawned on Mikey's face as it was replaced by a horrified look that bordered on theatrical.

"Oh my goodness, guys they are going to attack the people, change them into mutants, we can't let that happen. Hurry, there's no time to lose not even a second!" Leo bellowed already taking off in front of them and rounding a corner ahead of the group.

After about thirty minutes more they were standing below bustling Time's Square. They had taken a shortcut and beaten the convoy there. Now that they had made it ahead of the Foot, the brothers had no choice but to wait and see. They couldn't warn the people of impending danger, and even if they could New Yorkers were not easily swayed into action with mere threats or warnings. They had to see the danger first and react later. It would prove fatal for most of them. Raphael was pacing back and forth, fists clenching and opening, toothpick working furiously at the corner of his mouth. Mikey was almost bouncing on his toes, more from the adrenaline building than true excitement. Donnie was leaning against a wall, resting his body. He had been carrying all the equipment the whole way and it was a heavy burden. Leo took this time to sit cross legged in the middle of the tunnel just below the manhole cover. He was centering his mind, trying not to worry about each and every unknown possibility and the numerous ways this was going to be a disaster. Some of those people were going to die, some of them they may have to kill. He didn't like killing, but had long accepted it as a necessary evil and something that had to be done to ensure his and his family's survival.

His eyes popped open as he heard the rumble of trucks slow to a halt. Any moment now and they would be in more than a street fight. He heard people shouting and the honking of horns as the trucks apparently ignored the green lights and remained where they were. Then he hit upon a semblance of a plan. At least, he thought they could deal the first blow. He rose quickly to his feet.

"Guys, let's circle around to where we think the back of those trucks are. Maybe we can take out a few foot soldiers as quietly as possible before we have to be in the open." He said, making his way back the way they had come. Donnie's eyes grew even larger behind his glasses than usual.

"Out in the open Leo?" He asked, needlessly pushing his glasses up on the very small ridge of his nose.

"With what we believe they are about to do, the whole city is gonna be introduced to mutants real fast. We will have no choice soon, and we will be seen. We'll just have to deal with the consequences later."

Raphael let out a low growl not liking to accept the fact of a blown cover they had worked to protect all their lives, but knowing that Leo was right. They made their way around to the back of the convoy that was still causing a clamor in the streets. Slowly, carefully they rose to the streets. The people in their cars behind the trucks were so occupied with cursing out the drivers, they weren't paying attention to the four large figures just before them. Leo gave a light knock on the back door of one of the trucks, and miraculously it opened. The foot soldiers inside were about to start unloading the trucks until they realized who had knocked on the door. The soldier saw a large three-fingered fist headed straight for his face, and saw nothing else. The turtles rushed inside, closing the door behind them and quickly dispatching the crew inside, including the driver who reacted too late. Donnie climbed into the driver's seat and plowed into the back of the truck before him, preventing the foot soldiers from escaping.

Leo looked at Raph and nodded, instructions understood between them. Raph jumped on the top of the truck ahead and punched his way through the top. He was greeted by the surprised upturned faces of a group of soldiers. The truck rocked and reeled on its springs, and from the outside people could hear heavy thumping, screams, and then silence. That was two of the five trucks taken care of. They had been lucky so far, but it wouldn't hold out. From the side mirror Karai saw the commotion from behind them and smiled. They had come out to play. She got on the trucks CB and called out to Bebop: It's time.

From the driver's side of the second truck in the convoy, Bebop emerged gun in hand. A woman in the passenger seat of the car immediately to his left gaped up at him slack-jawed, then gave out a blood curdling scream. He turned to her, smiled, then crashed through her window grabbing her by her throat and pulled her from the car unceremoniously much to the shock and horror of her husband.

"See something you like," he growled before taking her head and crushing it on the roof of the car she had just occupied. Screams erupted all around as people were starting to register what they were seeing. Pandemonium spread, as the people nearest the convoy not only saw a warthog, they saw it commit murder, and they also saw at least four other monsters in those trucks apparently killing the people inside.

Slamming a large fist against the side of the truck, Bebop got around to the back and ripped open the door. The foot soldiers filed out quickly each carrying containers of mutagen. Bebop grabbed two fistfuls himself and laughing tossed them casually into the crowd of growing onlookers. The changes were instant and horrifying. The turtles were standing on top of the truck they were just in, and watched in silent terror. Before they could blink an eye people were transforming into hideous monsters. Some were growing into large grotesquely deformed humans, some into pigeon hybrids, and some into insect hybrids. One man who had the misfortune of carrying his toy dog in his hands swapped DNA with it. He transformed into what could no longer be classified as a Pomeranian, and neither could the dog. The man's face remained human, but his body became that of the dog. It was the stuff of nightmares. Most people seemed to expire on the spot, the transformation being too painful and too drastic for them to live through. Those that did not die as a result simply lost their minds attacking anything and anyone unfortunate enough to be within their reach or line of sight.

Leo snapped out of it as he heard shots ring out. The police had been called and he could see they were shooting anything not a human being. No longer a time for stealth, Leo signaled his brothers to fan out.

"Raph, Mikey, find that warthog and take him out by any means necessary." He shouted. They were gone before he could finish his sentence. He turned to Donnie.

"Donnie you're with me. We gotta take out the rest of these foot soldiers and Karai." Without words Donnie followed his eldest brother into battle.

All the foot were now in the streets, tossing canisters of mutagen everywhere and killing anyone not changed. Bebop was shooting wantonly into the crowds of people, laughing and genuinely enjoying the chaos they were creating. Meanwhile, Karai was making her way towards the line of policemen that had formed. They were trying to create a perimeter to contain the attack even though they did not understand the nature of what they were dealing with. With her hands in the air she feigned innocence. She skirted around a distracted officer, disarming him, killing him with a single blow to the back of the head, and then shooting all the nearby police. In this way Karai was eliminating the police methodically. She spied an unbroken canister of mutagen rolling near her, picked it up and tossed it on a group of police. Can't fight what you are, she thought. They were distracted completely, gripped by fear and shooting almost anything that moved. Any other time Karai would have been killed, but because of the sheer mayhem she didn't even have to be particularly careful about it. She realized that soon their unorganized response would become more orderly and thus more deadly. They had to empty as many canisters as possible and round up any viable mutants.

Karai surveyed the people. They were running in fear mostly, caught between the hails of bullets from the police sworn to protect them, the mutagen they were feebly attempting to dodge, the foot soldiers and Bebop who had gotten lost in the thrill of killing, and some were too paralyzed to make a move one way or another. Some people were being trampled as a stampede would run one way, and then finding their path blocked, turn and run in the opposite direction. She was frowning, it wasn't going as smoothly as she thought it should. As she looked around though, she became aware that not all the mutations ended in death or insanity. Some of the mutations were blended perfectly and were surviving with their sanity relatively intact. Karai heard a screech above her and looked up to find that a bird mutant hybrid had figured out how to fly. Its humungous black feathered wings were flapping lazily, easily keeping the body aloft. The legs were strong and ended in talons, the face was oddly human but with a large black beak where the mouth once had been, Karai spied two bumps on the chest indicating the mutant was a female. She was a raven hybrid. She looked like the mythical harpy only better. Karai smiled. These were the types of mutants she was hoping got created. The foot could use these if they could be captured. Her small reverie was broken when she heard new cries arise from what was now for all intents and purposes a battlefield in the middle of New York. Apparently, the turtles were making headway in killing the foot soldiers and even some of the newly created mutants. She looked around to find Bebop cornered by two of the brothers, the one in red and the other in orange. Karai took another glance around, looking for Leonardo and not seeing him. That wasn't a good sign. She made her way back towards the trucks. Not all the crates were filled with mutagen. Most of them contained electro-shock collars, designed to subdue any useful mutants and bring them back for training and programming.

**Raph and Mikey:**

"Ain't nowhere to run, pig!" Raphael spat at Bebop. They had found him standing in the middle of the street tossing canisters, and then shooting the people almost before they could finish changing. He wasn't even looking for an attack to come his way, and was caught off guard when Mikey was able to get behind him and rain blows on the back of his head and neck.

"Who the hell said I need to be runnin' from you two? You the ones should be tryin' to figure out how to make a quick fuckin' exit." Bebop laughed and rounded his gun towards Raph, who quickly disarmed him with his Kyoketsu Shoge (chain weapon). Bebop stood momentarily stunned from the quick disarmament. Recovering quickly, he pulled a long machete from the holster on his hip. He silently thanked Karai for making him bring it as a backup weapon. Bebop was backing up, trying to keep an eye on both turtles. He was more concerned with the large one in red. He figured if he could kill him, the orange one would be taken care of quickly.

"If I were a betting turtle, which I'm totally not, I would say that whatever just crossed your mind is so not gonna work out for you Hogzilla." Mikey was bouncing on his toes, his movements and taunting distracting for the warthog. For once Raph was thankful for Mikey's everlasting mouth.

Bebop had been concentrating on Raph, and taking Mikey for granted. As he wheeled around Mikey had already closed the distance between them. Bebop flailed the machete through nothing but air. Mikey had went low and delivered a rapid succession of blows with his chucks to the mutant's knee. Bebop almost buckled in pain and surprise. He tried to kick out at Mikey but it was woefully slow. Michelangelo was simply too fast, and Bebop couldn't keep up. Quickly Mikey circled back around Bebop, making sure to cut off any quick escape routes. Targeting that knee, Raph released his chain and this time wrapped it around the knee, then just as quickly yanking it back tearing the flesh as the sharp end sliced effortlessly through the warthog's tough skin. Bebop let out a loud cry and fell to one knee.

Bebop was starting to get the picture. He thought this was going to be easy and he was learning the hardest way possible that it would be anything but. Raphael launched his weapon again, this time wrapping it around the big mutant's neck. Just at that moment, Bebop got to his feet and pulling the chain towards himself. Raphael was being dragged towards the warthog, as Bebop twined his arm around the chain tugging with all his strength.

"Oh no you don't miss piggy!" Mikey yelled launching himself at Bebop. The warthog turned, not forgetting the orange clad turtle this time. He intended Mikey to land on one of his tusks, goring himself on it, but the turtle was quick on the uptake. Mikey turned in midair to hit Bebop shell first in the face. He caught a tusk on the edge of his carapace for his trouble, but Bebop got the worst of the deal. His tusk lodged just enough in the turtle's shell to be temporarily stuck, and when Mikey rolled away after impact, he took the tusk with him. A jet of blood shot from Bebop's mouth, the missing tusk leaving a gaping, bleeding hole in his upper gums. Bebop yelled something unintelligible, but managed to wrench the tusk from Mikey's shell. He never let go of Raph's chain, and he was still pulling it. Making his large tooth into a weapon, He stabbed Raphael in the calf.

"You motherfucker!" Raphael growled leaning down to punch Bebop in the face before trying to remove the tusk. He felt the hot blood immediately start running down his leg and soaking his foot wraps.

"Raph!" Mikey yelled, seeing the tusk jutting out from his brother's leg. Scrambling, Mikey began kicking Bebop hard in the ribcage, but the jacket he was wearing was padding them too well. Bebop grinned and reached up grabbing Mikey by the throat. He had lost his grip on Raph's chain but had his machete back in his hand.

"Mikey, no!" Raph yelled, but Bebop had him temporarily at bay with the large knife. Bebop swung the machete down, but Raph turned his shell to the blade. It lodged in an old notch on Raph's shell. Realizing that he didn't cut the turtle in red, he head butted Mikey and tossed him down. Mikey landed hard on his shell and held his bleeding nose and mouth. He was seeing stars and everything in his vision was doubled.

_Crack! _The clatter of the machete hitting the ground, and a hot searing pain in his arm. Bebop looked at Raph and then at the mangled mess of his arm in the turtle's hand. A bone was protruding from the bend of his elbow, but in the wrong direction. He looked back up at Raphael, fear settling in his eyes replacing the defiant gleam. Pain threatened to overwhelm his senses. He had to dig deep, he wasn't done yet, couldn't be done yet. Furiously, Bebop rained down blow after blow on Raphael's head. Raphael let go of the broken arm long enough to grab his beloved twin sai. The warthog was strong but had no real fighting prowess. He was ultimately no match for the combined skill of two ninja masters. Taking the sai and jabbing upwards, Raph caught the arm that was punching him and drove the blades through it. Bebop howled in pain, throwing his head back and instantly feeling something around his neck. Mikey had jumped him from behind and wrapped the chain connecting his nunchucks around the warthog's throat, choking him. They fell to the ground, Mikey taking this opportunity to perform a full rear naked choke on Bebop. Bebop flailed his arms, searching desperately for anything that could end this madness. His eyes shone bright as he found his gun. He raised the muzzle and squeezed off several shots before he realized they were only ricocheting off the turtle's shell. One of the bullets hit Bebop in the stomach. He couldn't even scream, it came out as a wheeze. Mikey redoubled his effort pulling back even harder and leaning back as much as his shell would allow.

"Any old time now Raph," Mikey grunted with the still struggling mutant. "Any old time'll do!"

With his war cry already erupting from his throat, Raphael held his sai in front of him. The large turtle in red filled Bebop's field of vision. He saw nothing else, he heard nothing else. His mind was blanking as he could feel his consciousness slipping away. He felt two hot blades pierce his chest. Raphael's full weight was on top of him, crushing the remaining air from his hot lungs. The turtle's sneer made Bebop's blood run cold. He heard the turtle whisper one last thing before his life ended.

"Cowabunga, bitch." With that Raphael snatched his sai from the dead mutants' chest. Mikey squirmed his way from underneath him. He was looking at his older brother with a look of both unease at what they had done, but also awe. More awe than anything, as he felt at that moment that Raph was the most badass turtle alive…aside from himself of course.

Mikey let a small grin touch the corner of his mouth as Raph used Bebop's shirt to clean his sai. They heard a fresh uproar not too far from where they were, and they heard Donnie yell out. They looked at each other and started to move towards the sound. The found their path blocked though, as a group of newly created mutants moved to confront them. They were of various hybrids but they all wore strange collars around their necks.

"Not good bruh, soooo not good," Mikey groaned as they readied their weapons once again.


	10. Chapter 10: The Night's Watch II

**Chapter 10: The Night's Watch II**

**Leo and Donnie:**

They were surrounded. Wave after wave of foot soldiers had come at them. There were so many. Before they could clear them all out, Leo noticed some of the soldiers scurrying off to the crates. They were removing what seemed like collars of some sort and putting them randomly on the necks of the mutants they had made. Now, the brothers stood shell to shell. Both were bleeding about their arms and legs from various cuts and wounds. Thankfully none of the injuries were fatal, but how long could they keep this up? Leo looked around searching for Karai, and only caught a glimpse of her running around killing what police were in the area. He had no time to focus on her, he would deal with her later. Now, he had to keep himself and Donnie alive.

Leo looked around at their enemies. There were a few foot soldiers among the mutants they now faced. Some were bird-like, some were dog-like, but for the most part it had been random insects or rodents that had undergone a change and they were the most stable. The humans who transformed had mostly died or been killed by other mutants. Leo was most concerned with two mutants in particular. One was a very large mosquito-type mutant. It was capable of flight, so far not capable of speech due to its large proboscis, but Leo could see intelligence in its large round eyes. He had seen it kill any in its path, as it demonstrated strength and an unsettling skill for stealth maneuvers. The second was a spider-like mutant that was built like a centaur. It was all giant spider body, complete with web spinners that it was currently using to spin a web between light poles above them, but where the head should have been was a female human torso, arms, and head. Her mouth was full of fangs so far as Leo could tell. At the thought of both, Leo's eyes brightened a little. Maybe it would work.

"Donnie?"

"Yeah Leo."

"Spiders hunt bugs right?"

"Yeah." Donnie said, confused on why this was relevant.

"They eat mosquitos?"

"Yeah all the time. They capture flies, mosqui….." Comprehending fully now.

"Ok, I see where you're going with this, but how do we get those two to kill each other? It's not like he's gonna fly up there and offer himself as a trophy dinner." Donnie said, nervously watching the various mutants decide finally that they would attack. So far, they had been hanging back considering how the foot soldiers were killed right in front of them.

"Yes, I know he won't," Leo said, licking his lips and tasting his own blood. Somehow, that made him angry. "But we gotta draw her attention to him somehow. I believe she'll take it from there."

"Whatever you do Donnie, don't let that mosquito touch you. I've seen what he does, he sucks you completely dry." Donnie let out a disgusted whimper at the thought. The crowd was advancing a little more now, becoming bolder because the turtles hadn't taken the offensive.

"What do we do about these other guys in the meantime Leo?" Donnie asked starting to slowly spin his staff.

"Kill them all." With that Leo charged the nearest mutant. The mutants hesitated for the slightest moment, but it was enough to give the turtles the advantage quickly. Leo's katanas glinted and gleamed as they reflected the street lights above him. With precision he struck, intending not to need more than 2-3 strikes to fell his opponent. He needed to preserve his strength. When he faced her he would do well not to be overly exhausted.

Donnie's staff was a blur. Tonight, he was not concerned with limiting his strength, or not killing the enemy before him. In his hands the staff was a deadly weapon. Each blow calculated to deal the most damage on impact. His style was beautiful to watch. Perfectly timed sweeps coupled with his long limbs, was enough to dispatch at least two foes at once. He tried to attack the pressure points, although that was tricky business given that the bodies weren't normal anymore. He put down two more mutants, then heard Leo scream out behind him. He turned to see a horrifying sight. Leo had been caught from behind by the mosquito thing. It hadn't yet realized that it couldn't get through the shell, but it was only a matter of time before it figured that out. It held him in a firm grasp with two of its legs. Another mutant was advancing on Leo as well. There was no way he could fight them both off.

"Hold on! I'm coming Leo!" Donnie made a move towards his brother, and suddenly he felt two strong arms grab him and lift him off his feet. It was the spider. She had lowered her huge body on a strand of web, and grabbed him the moment he paused. He reluctantly turned towards his captor. She was hideous. All Donnie saw was her mouth full of large fangs dripping with some type of poison or venom. As far as he could tell, she couldn't close her mouth around them. Her jaw was larger and longer than a human, making her mouth much bigger than a normal person.

'_Oh no'_ he thought. It's either figure out a way down, or die here in Time's Square.

**At the Lair:**

Asha was rubbing her eyes. There was no way she was seeing, or hearing what was apparently being shown on the television. The video was only about 10 seconds and it was hazy at best. However, she couldn't have been clearer on what she saw on that clip. It was the turtles, and they were on top of some trucks in plain view of everyone in the middle of the street. The large screen gave away the location, Time Square. The news channels were going crazy, the clip was on loop, but no one seemed to be sure about what they saw. Couldn't have been some type of monster? Or could it? Were the stories about mutant men living in the sewers to be proved true tonight? Asha didn't care. Whatever was happening she needed to be there cracked ribs or not. For now, people were questionable on what was on the video. It could very well be a hoax. You could log onto YouTube and see hundreds of videos with ghosts, monsters, etc. Nowadays a video of something supernatural had to be proven true. You just couldn't accept a video of turtle monsters without concrete proof. For the public's general skepticism Asha was very grateful. She was also thankful the footage was crappy and short.

April was sleeping on the floor next to the couch. Asha eased herself off the couch, pushing the blanket off and getting to her feet as best she could. When she finally got up she was somewhat surprised to see master Splinter standing behind the couch. His eyes were wet as though he had been crying and he was staring at the T.V with a look of mingled concern and fear. His eyes caught hers, and she could see clearly his fatherly emotions about his sons. His worst fears had crept from his nightmares and greeted him in the harsh light of reality, and there was nothing he could do to keep it at bay.

Asha didn't share the same level of concern about the brothers that Splinter had. She didn't want anything bad to happen to them, which was part of the reason she decided to get out there. The overwhelming issue was revenge. Who would take vengeance for the death of five innocent children if not her? Surely not their parents who had been so cowardly. No one else would be so bold as to cause a commotion big enough that the turtles felt that exposing themselves was the only way to stop it, except this Foot Clan. Rocksteady was part of this so called clan, and that was enough to make every one of them complicit in her mind.

Without saying anything Asha was making her way to where she had seen Donnie's first aid kit. She looked around for anything that could act as a padding or shield. There was nothing but old pizza boxes. They were better than nothing. She ripped them into pieces that would fit over her ribs in her lion state. She had gotten some gauze and began to place the cardboard pieces on her ribcage, and use the gauze to hold it in place. Splinter watched her do all this intently.

"You are hurt, yet you prepare for battle. Why?" He asked. He believed he knew the answer.

Asha paused her wrapping without looking up, considered the question but did not reply. She simply resumed her preparations.

"Why?" He asked again.

"They have to pay."

"And you can make them, in your state?"

"Maybe, maybe not, but your sons have risked exposure and I can't help but feel it was absolutely necessary…" There was more to say, but she didn't know how to say it.

Splinter thought about that, had been thinking about it since the news first aired that grainy footage. What would make them take such a risk? He shook his head. He wasn't one to run from reality and truth, but these were his children. They could be killed, they could be captured, or tortured. He tried not to think about all the ways his boys could suffer. He walked over to the weapons wall and chose a sword. He hadn't fought anyone since Shredder in the lair two years ago. He had taken the mutagen and it had saved his life, but there were side effects. He wouldn't have called it a secondary mutation, but it was something. For a while he felt younger and more vibrant, even going so far as to participate in some of the morning sparring with his sons. After a few months though, it was like a huge adrenaline or sugar crash. It had aged him, or at least that's how he thought of it. That's how it felt. The mild arthritis he occasionally suffered from was worsening week to week. But what of it? These were his children. No one could know or understand the bonds that held them together. He would die, and kill, for his boys.

When he returned to where Asha was he saw that she had already transformed. He also saw that she had removed every single piece of clothing except her jewels, which were brilliant even in the dim candlelight of the sewer. She stood to her full height, staff in hand, seeming to wait for him. She was regal and she was deadly, and Splinter's heart raced a little at the sight. Not from a sexual excitement, he was long past that, but his kind was ever prey for her kind whether in the wild or domesticated. He was thankful for years of ninjitsu training that did not betray him even in the presence of a natural predator. He was not cowed by her as he stood to his height as well.

April stirred on the floor. She rubbed her eyes and saw Splinter. He had a weird look on his face that she didn't understand. Then she looked over to see Asha and screamed. Asha did not move to console or explain, she simply regarded April coolly. It was Splinter who explained it.

"April please calm down. It's only Asha. She isn't going to harm you." He said this as he gently stroked April's face calming her instantly. April wiped her eyes again, and really took a good look. She noticed the sword slung across Splinter's back.

"Oh no," she groaned "they're in danger aren't they?" She asked getting up quickly to leave with Splinter and Asha. Splinter placed a claw gently but firmly on her shoulder, pushing her to the couch instead.

"No, I have to go to them, I have to help them. I have to save Mikey." She said plaintively. Master Splinter had that certain look in his eyes, and she knew whatever he had decided should be done would be done.

"No, April I'm sorry. Your presence will only complicate matters. You could be killed or used as bait or a hostage, and they have enough to do. They can't worry over your safety." He said patting her. Asha shifted impatiently. This was taking too long.

"What you can do to help though," he continued "is see what you can do about the cameras. They don't need to air whatever footage they have. Is there anything you can do about that?"

April thought for a moment, then brightened.

"Yes, I can call Vern. We can do something about the news cast. Most likely something very illegal, but I think I have an idea about that." She began gathering herself together and fumbling for her phone.

"Good. Don't follow us, don't come to Time Square."

With that he sped off with a speed Asha didn't expect at all. She herself had to struggle to keep up with him in his haste.

It wasn't all that far from the lair. Asha's ribs burned already but she ignored it. She grit her teeth and kept pace with the rat who was bounding ahead of her in the dark, his eyes and nose keen on the turtles location. As they neared the war zone, the sounds of chaos were unmistakable above them. Splinter stood underneath a manhole and paused sniffing the air. He got a confused or disgusted look on his face and moved a few blocks to another manhole. Asha wondered what the difference was. He did this two more times until deciding upon a manhole to come through. When they got topside Asha understood. If they had come up through the other manhole covers they would have been on the other side of the now defunct police line, which was held now by a line of mutants.

Splinter and Asha looked around slack-jawed. There were mutants everywhere. What the hell had the foot done here? The streets were literally crawling with all kinds of creatures, and there were not many humans left. They were either dead, dying, or mutated. It was like something out of a horror film. Body parts were strewn all over the street, blood was splattered everywhere, cars and other property utterly destroyed. Then they heard familiar cries.

"Leonardo! I'm coming my son!" Splinter jetted off and Asha followed, adrenaline pumping and pain temporarily forgotten. They ran for a little until they came upon Raphael and Michelangelo fighting a gang of mutants. As Asha observed, the mutants didn't seem to be fighting them so much as detaining them. She took a look above and found the rooftops occupied by a few raven and pigeon human hybrids. They were simply sitting, watching, perhaps waiting. It was extremely unsettling.

"Raphael! Michelangelo! I'm coming!" Splinter yelled his voice cracking with fear but relief also. Unsheathing his sword he attacked the nearest mutant. It was holding Raphael's legs with what appeared to be a tentacle-like appendage. Every time Raph cut it, it grew back reattaching itself to his leg. Mikey wasn't being held by anything but he was obviously exhausted. He was fighting mutants who were busy dodging his attacks, they were faster than he was but most likely due to his fatigue. He turned when he heard his father's voice.

"Dad?! What are you doing here?! Get out of here dad!" Mikey said, hitting at one of the mutants who deftly moved just out of his reach. Raph turned just enough to see Splinter and tears began to fall. He didn't want his father in this place trying to save them.

Immediately, Splinter attacked the mutant holding Raph. He didn't understand how, but it was almost like an octopus. A few of its tentacles wrapped around a light pole, the others held Raph. Its head was attached to what was going to be shoulders but it was incomplete. Splinter killed it with a strike to its head. Raph was freed and ran over to his sensei.

"Master we can't get to Leo and Donnie. They blocked all the manholes, and when we try to go on the tops of the cars or the roof…" Raph pointed up at the bird creatures. "They swoop and attack us.

"And we can't get past these guys either sensei, they just keep blocking us." Mikey said. He was tired but seeing his father had given him a renewed resolve, as it did for Raph as well. Splinter looked over at Asha.

"You get to my other two sons. Watch out for them." Splinter said glancing upwards. He turned and began clearing the way. For a brief moment Asha admired his mastery. He was aging, but it wasn't showing tonight. He was nimble and agile, attacking the mutants nearest at hand first. Raph and Mikey found reserves of strength to fight alongside their master. His presence alone was enough to urge them on beyond their physical limits.

Asha turned her attention upwards. The bird mutants were indeed watching her closely, daring her to try to find a way around the mangled heaps of bodies and cars on the ground. She leaped onto the top of one of the delivery trucks, staff at the ready. A raven swooped lazily down attempting only to frighten her, but she stood her ground. On the second pass over her, it tried to actually grab her with its talons and drop her back to the ground, but Asha swung her staff at its legs as it passed, breaking it at the joint. It let out a cry that was half bird shrieking and half human screaming. It was pathetic. It fell to the ground writhing in pain and looking at her with a shocked expression. The other creatures watching made no move to rescue their comrade nor attack her. They turned their attention instead back to the turtles and their master. Asha took that as her cue and took off in the direction of Leo and Donnie's voices.

It was horrific to say the least. When she got to where Leo and Donnie were she hesitated, trying to make sense of what she was seeing. Donnie was struggling in what appeared to be a very large web. A hideous spider creature that Asha couldn't help but think of as spider-woman, was wrapping his still struggling body. Leonardo was in the worst shape. He was being attacked by a mosquito type creature. It was trying to bite him, suck his blood, but Leo was fighting it with everything he had. The mosquito was patient. It simply held Leo, occasionally trying to bite him but content to allow him to struggle until he was too tired. Then he would be able to eat him without a fight. Neither the turtles nor the mutants seemed to have noticed an almost seven foot tall lioness watching them. Only one way to make her presence known. It was her favorite thing to do and it always got such a good reaction. Asha took a deep painful breath and let out a vicious roar. It reverberated against the buildings around her, echoing slightly and increasing its volume and effect.

It was the spider-woman that attacked first. It was terrifyingly fast. It didn't waste time letting itself down to the ground. Asha noticed too late that the web spanned almost the entire block, connected at the light poles and sides of buildings. The spider woman had her. She had grabbed Asha up in the same fashion as she had Donnie, and she was amazingly strong. She tried to bite Asha, but found a staff in her mouth instead. Angry, the spider used two more legs to take hold of Asha, but exposed its underbelly in the process. She was also squeezing Asha's tender ribs. Asha grabbed the spider by the neck, surprising her. With her feet she began to scratch furiously, digging into the soft underbelly of the spider. She felt a hot liquid pour over her feet, as the spider howled in pain and let her go. She looked down at her feet relieved that it was only blood and not something else. The spider screeched and scrambled aimlessly from one end of her web to another. At first Asha attempted to crawl along the web strands to get to Donnie faster, but they were too sticky, and the spider was crawling around it. Asha was trying to avoid it at all costs.

She jumped down from the web landing on the ground not far from where Leo was losing his struggle. He would have to wait a little while longer. The spider was now hovering close to Donnie, intending no doubt to either eat or simply kill him as a last act. Asha climbed a nearby pole. As she made her way to the web, the spider rushed towards her. The staff was still in the spiders' mouth, now not having the sense or wherewithal to remove it. She was simply trying and failing to bite it in half or break it. Asha crouched and waited. As the spider passed she extended her claws and let momentum do the rest. Spider-woman actually ran past her allowing Asha's claws to rake the entire side of her body. More blood and other fluids gushed forth as the spider collapsed on her web, her weight making it sag. She was dying, and looking for anything to kill before she expired. Underneath the sagging spider, Leonardo was still fighting, the mosquito still holding on. Blood from the spider began to drip on the insect as it looked for the source of all that screeching and scrambling above it. The spider was hanging lower about to drop out of its web altogether when the insect tried to take flight, Leo still in its grip. Asha, seeing what was about to happen made her way towards the spider as fast as she could. The arachnids legs were flailing and Asha had to watch out not to get hit by one of them as she eased around to the spiders head. She retrieved her staff from its mouth, then used it to rip the web from underneath them. All three fell, Asha, Donnie, and the spider. Donnie landed on his shell, Asha on her feet, and the spider on top of the now frightened insect. With her last bit of strength and instincts, the spider quickly reacted to struggling prey. The insect, although not injured, was still at a disadvantage as it was tired from its struggle with Leo as well. Even on her death bed the spider was too quick. Spinnerets already working she was securing her final meal. The mosquito squirmed but it was no use. He tried to bite, but that also failed. Wasting no more time, the spider began to devour her catch. It was gruesome, and Asha, Donnie, and Leo turned their heads away listening to gurgled cries and crunching bones. Then all went quiet. When they turned back around both the spider and her prey were dead. The mosquito half eaten and the spider succumbing to her injuries.

Asha went over to Donnie who wasn't moving very much. She was clearing the remaining webbing from his body. His eyes were closed but he was breathing…shallowly. Asha noticed a nasty bite mark on his neck, and figured the spider must have bitten him. She became worried. It was a mutated spider, so who knew the nature or the effect of its venom. A few seconds later Leo was by her side, a worried expression on his face as he saw the condition of his brother.

"Is he…is he dead?" Leo swallowed hard waiting for the answer.

"No, but he was bitten and it doesn't look very good." Asha turned Donnie's head to show his brother the bite.

"Oh no." Leo whispered. Donnie was the de facto doctor of the group. They all knew some basic first aid for survival but they didn't know as much as Donnie.

"Donnie, wake up. Can you hear me Donnie? Please wake up." Leo pleaded with his brother whose only response was a groan and fluttering eyelids.

_Smack! Smack!_

Asha's hand was raised ready to deliver another good smack across Donnie's face, until his eyes snapped open.

"Please don't hit me again. It hurts like hell." Donnie said rubbing the side of his face.

"Good. Can you move, can you feel anything else?" She asked worriedly. She owed him for her life.

Donnie did a quick check over his body. He was weak but he could move his limbs and he could feel everything. The bite on his neck throbbed and was hot, but otherwise he felt okay all things considered. They helped him to his feet.

"How did you know where to find us? Why are you here?" Leo asked with genuine curiosity.

"It was sorta kinda on the news." Asha said. Leo hung his head. He didn't know how they were gonna fix it this time, but he couldn't worry over it now.

"Your master is here also." She knew that would boost their morale whether they wanted him there or not.

"Master Splinter is here!" Donnie and Leo said in chorus.

"Why did you bring him here?!" Leo exclaimed getting in Asha's face.

"I didn't _bring_ him anywhere. He came because he loves you. He's defending his children!" Asha said, eyes tearing a little. She willed the emotions away. Leo felt bad just a little. He knew master would give his life, and if their little scuffle was nightly news, he would have definitely done just what he was doing.

"Where is he Asha?" He asked a little less accusatory.

"He is with Raph and Mikey. They were being held up by some lame ass mutants, but it was a bunch of them. I also spied a very large, dead, warthog that I assume was their handiwork."

Leo smiled a bit. They had killed that warthog. He would have paid a pretty penny to have seen that fight.

"Let's go get our dad and brothers. Donnie can you walk? Can you still fight?" Leo said turning towards his brother.

"Yeah I can walk, as for fighting there is only one way to find that out isn't there?" Donnie said, adjusting his equipment. He was looking at Asha curiously when he mentioned fighting. Asha smiled, immediately understanding the look. She walked over to Donnie and whispered to him.

"When all this is over, we shall decide whose staff is the mightiest, yes?" She asked playfully nudging him. He nodded, a smile touching the corner of his mouth.

"We shall also decideth upon permanent raiment for thine body." She smiled broadly, then a wicked grin.

"Doth my naked form offendeth thee, Donatello?" She asked, striking a sexy stance and smirking at him. He chuckled but Leonardo was blushing badly. Asha didn't notice it.

"Nay milady. It does seem to exciteth Sir Leonardo, as he hath not removed his eyes from thine ample breasts and rear end." Donnie was near bursting with laughter that seemed too out of place for their surrounding and situation, but it sounded nice to hear it. It was Asha's turn to blush badly. She looked over at Leo who was trying not to look at her at all. When he mustered the courage to look her in the eyes, she saw his focus returning and a resurgence of his will power. There was also a look of lust there that was undeniable to anyone who saw it. Luckily that only included her, since Donnie was walking ahead of them, still chuckling to himself.

Asha was taken aback again by his assertion as an alpha male. Where she came from, when a male asserted himself it was as much a sexual advance as it was a show of dominance over a pride family. Although Leonardo was another species, he was also half human and so were the men of her tribe. He always asserted his leadership, whether in an overt or covert way. Just like the night they first met, and he had cowed her into not fighting and answering his questions, this small show of strength ignited her passion. She was suppressing her arousal with every ounce of willpower she had. This was neither the time nor place, and she chalked it up to adrenaline and the reaction based on her own natural instincts.

Asha turned her head and refocused on the task before her. They needed to make sure Splinter and the two other turtles were okay. They came upon them clearing the last of the mutants on the ground. All three were exhausted. Asha didn't know how much more they could take. She glanced up to the rooftops and to her amazement, the bird mutants were gone. She peered into the night sky, but she didn't see them or hear them. A disquiet stole over her. Where had they gone and why had they left? Asha didn't think they were gone, and by the look on Splinter's face neither did he. The two shared a knowing look. Asha should go find out where they are and scout the area for more mutants. She paused for a moment, taking in the sight of the small family reunion. Splinter was speaking to them in low tones, his face a mask of relief at seeing his sons alive and relatively unharmed. Like children, they were excited to see him in fighting mode. They were going to fight alongside their dad who was their hero and in their eyes the greatest ninja master alive.

Asha got going. That spider she killed wasn't enough. She had yet to find the people responsible for all this. She didn't know how this Karai character looked, but figured she would know when she saw her. _Just look for a bitch who was busy shouting orders and you've got her_, she thought. What she didn't know was that Karai was not only prepared for her arrival but counted on it. Karai waited, standing on top of an empty police car whose lights were still flashing. Then she saw her. A large lioness moving quickly over the obstacles in the street, coming straight for her. She was an impressive specimen. Karai had thought the children a sight, but the appearance of an adult was enough to make her suck in a little air through her teeth. The lion looked formidable, but Karai still couldn't understand how such a creature could have killed Rocksteady.

Asha saw who she assumed to be Karai standing on a car overlooking the carnage. Karai was small and just a human it seemed. Asha would have assumed her to be an easy target, but she had seen enough to know you never underestimate your enemies. If she was the second in command of a group that could do acts of terrorism and not be caught or killed, she was a force to be reckoned with indeed. Asha needed revenge or death, and as such could not afford the stupidity of arrogance. Not willing to be on the low ground, Asha took to a car roof herself. It was just across from Karai, and they could hear each other perfectly even over the din of sirens.

"So you're the bitch who likes to kill kids, yes?"

Silence.

"Fine. You don't have to talk, you just have to die." Asha said striking a stance with her staff.

Karai raised a brow and struck her own stance with her sword. Both of them waited on who would make the first move. Asha couldn't wait any longer. She leaped for Karai intending to land the first blow, but Karai was ready for that. She raised the 9mm from its holster and aimed it at Asha. _This was too easy_, Karai thought as she pulled the trigger.

**A/N: The third part will be the last for this fight and possibly the story if I can wrap it up neatly in one more chapter. I get the feeling I won't be able to. I didn't intend to write a fight that spanned more than one chapter, but I also didn't want to cut it too short, or make it too easy for any character. I love LOTR, so blame Peter Jackson for my extending a story arc for three parts **


	11. Chapter 11: Darkness before the Dawn

**Chapter 11: Darkness before the Dawn**

She never once thought it would begin and end with her getting shot, but there it was. She was in mid jump and a gun was being pointed in her face. Nowhere to go, no moves to make, no way she could dodge this bullet. So, Asha turned her body trying at least not to take it to the face. It seemed like forever. Who knew five seconds was enough time for so much action. There was a gunshot but Asha never felt the impact. She opened her eyes to see Karai still holding the gun in her hand, but grimacing at a small knife in her arm. Asha spied the turtles in her periphery. Bless their reptilian hearts. Asha landed on the car where Karai had just been, but she was gone. What the hell? Franticly Asha looked around. She saw Karai running, seemingly away from battle, but there was no way that was possible. Karai was trying to skirt around the turtles. They had formed a loose line between where Karai and Asha were on top of the cars, and the rest of the mostly dead or severely injured mutants. Nothing was getting past them and that included Karai. Raphael saw where she was headed and ran at an angle to cut her off. She turned instantly and went the other way, angling towards one of the delivery trucks they had arrived in. Where was she going?

Leonardo watched the scene unfold. It was his knife that stopped her from killing Asha. Karai was constantly trying to make her way to that truck, so that's where one of them needed to be. Leo turned to Donnie.

"Donnie, you see this right?" He asked nodding towards the general fuckery that was happening.

"Yeah, she's really intent on making it to that truck. I wonder why though."

"I need you to find out. My gut is telling me it has something to do with those collars. Someone has to be controlling them. They're certainly not for show."

Donnie was on it. If he was woozy or otherwise suffering from his encounter with the spider-woman he didn't show it. You don't think a nearly seven foot tall, mutated turtle could move silent as death, quick as a cat until you witness it for yourself. Karai made no move to alter her route, indicating that she either didn't see Donatello or didn't care for whatever reason. He made it to the truck before she did, thanks to Raphael and Michelangelo threatening to cut her off, but not actually doing so. Donatello climbed into the truck. No one was in it, but in the cargo hold there was a command center. There was a monitor displaying a small map of New York and it was lit up with small green lights, concentrated at their very location. Donnie assumed they were the locations of the collars and thus the mutants wearing them. Some of the lights were moving in a circular pattern. He thought maybe these were the bird creatures. On a panel below the monitor, were some simple command buttons. They were labelled 'shock', 'release', 'lock', and one other labelled 'terminate'. Closing his eyes briefly and hoping he didn't screw anything up too badly, he pressed the one labelled 'terminate'. The green lights on the screen flashed red. A few brief moments passed then he heard things falling from the sky, making loud thudding noises upon impact. One landed hard on the roof of the truck he was in, crashing it in and destroying the equipment inside. Donnie made a hasty retreat. He didn't want to be stuck there just in case another mutant fell on top of it.

Karai stopped trying to advance towards the command center. She stood with a stoic look on her face as she saw the bodies begin to fall from the sky. How had the plan failed so badly? Yes, it had been rash and risky, but she intended on this being a get-in-get-out kind of operation. They had already been there way too long, and most if not all her henchmen were dead. Now, her last hope, the purpose of the attack, the mutants were dead also. This was an ultimate failure. A kunoichi of her position, a chunin, should never fail in such grand fashion. Karai shook with shame and fury. Shredder would most likely kill her, or give her a punishment other than death if he was feeling merciful, but that was a rare occasion indeed. She was no samurai that would commit seppuku upon being defeated, but she would meet death on the battlefield nonetheless. There was simply no way she could live with such shame. There was no way she was going to come crawling back to her master, graveling, begging for one more chance that she was not going to get. No. She would fight until her last breath, and she would take as many of those mutated freaks with her as she could. She would start with their so-called leader Leonardo, or perhaps she would hit them where it would hurt the most, their rat father. Steadying herself, Karai turned to face all of them. They were advancing towards her in a loose semi-circle. Donnie had fallen in behind her, but she gave no notice. She had forgotten about Donnie. Her mind was racing, she was infuriated. It was the very state of mind one should not be in when engaging in a fight.

From left to right stood Raphael, Splinter, Leonardo, that lion cunt, and Michelangelo. Like an arrow shot from a bow she darted towards the rat. He was prepared, he saw the attack coming, they all did but they were also all completely exhausted. She was not. Deftly she dodged Raph's swipe with his sai and jumped over Splinter's head. He crouched slightly, intending to knock her back with his heavy tail, but she caught hold of it, and in a flash she managed to cut the tip off. Splinter gritted his teeth in pain and shock, falling to all fours on the ground. The brothers moved swiftly to his side, but not before Asha could get there. She saw the intent behind the attack. She had gotten the tail but that wasn't the end of it, Karai was attempting to stab Splinter through the back. _A literal back stabbing bitch_ Asha thought as she launched herself at Karai knocking the wind out of her. Karai was a warrior with nothing more to lose. Wind or no wind she recovered almost immediately and struck a stance with her sword in hand, stained with master Splinter's blood. Mikey, had tears running down his face as he knelt next to his father, trying anything to comfort him. Donnie came not two seconds after, also trying to see to the injured tail. Leo and Raph were enraged. How dare she touch their sensei!

Asha was on her, no preamble, no fancy stances, no taunting. Karai was hard pressed under the fury of Asha's attacks. For all her skill as a ninja, Karai was human and her opponent was not. Asha was frightfully strong and fast, but Karai noticed one thing. Asha did not favor her ribs but she was guarding them, the wrappings telling the tale. Strike and counter strike, Karai and Asha performed a deadly dance. Karai knew that if she was disarmed she was dead. Her only chance of surviving Asha's attacks was with her sword.

Karai was a cunning warrior. Human though she was, Asha did well to maintain focus and not allow her emotions to be her undoing. Karai had no doubt spotted the ribs and would be attacking them at first opportunity. Asha had to be on guard. Her staff came down in blow after blow, then blocking and guarding as Karai let loose her own offensive. Karai was like a Tasmanian devil. She was seemingly everywhere at once, and Asha's ribs begged her to cease. Her breathing was very ragged, as she clenched her teeth. Her breath came out in hisses and she unconsciously began to favor her left side. This was Karai's chance. Quickly spinning out of Asha's reach, Karai used her height against her. Karai got underneath Asha and tried to cut her ribs but the strike was blocked. Karai countered with a hard kick to Asha's rib that sent her to her knees clutching her side. Asha rolled away angry that she was showing such weakness.

Without hesitation or pause Leonardo jumped into the fray. This time Karai paused for a moment. Leo, with both katanas brandished gave her a dangerous look. There was no forgiveness or mercy, only the cold hard of revenge.

"The next time I see you will be in battle, and I will remember your lies." Leo said with a snarl.

"A bigger fool than I took you for. A freak, a monster, who could want _you_? Love _you_?" Her words stung but the waviness in her voice betrayed them. She had been the fool hadn't she? At the critical moment, she realized she did have some feeling for him. No matter now. It would be over soon. If she had to give her life tonight it should be at his hand. She could not atone for all that she had ever done in service to the Foot or to her father, but she owed him that. Somewhere from deep within her she felt something like regret. It was foreign to her and she willed it away with a great pain. It retreated but did not die.

"Those who love me are with me now. Where is your precious Foot? Where is your master?" Leonardo sneered. He had hoped the words dug deep into her. They had.

Karai felt a large salty tear roll down her thin cheek. Her master had spurned her. Without a hint of remorse, no knowing depth behind the eyes, he had dismissed her as he would any other failed henchman. She could not remember a time where he had praised her openly or in secret for her many sacrifices in his service. The bitter truth diminished her. She could and would be replaced summarily after her demise. She would be spoken of with derision if at all, and her actions would have been for nothing. The thoughts reduced her to but a shadow of her former self, and also steeled her. Her life to this point had been nothing but a lie, full of false promises and approvals that fell just out of her reach. She would die tonight. It may not be with honor, but it would be her choice. The only choice she could ever remember making that was not a command. She stood ready.

Leo advanced. She expected him to be out of control considering his master's injury, but Karai did not know Leonardo. He was angry, furious, hurt, drained, and focused like a laser beam in her direction. His mouth was nothing more than a line, his blue eyes capturing her every motion and anticipating her every move. Karai, not wanting to waste any more time ran towards him, and like that they began to dance. A dizzying display of clashing swords, as they hummed and trembled at each strike. Karai was doing more than holding her own, her single sword against his twins. They were both beyond fatigued, but this was a test not only of swordsmanship but of will. Her shame, regret, anger, and moment of clarity was no match for his fury, hurt over his injured master, protectiveness over his family, and the last vestiges of his guilt concerning her.

His brothers stood back watching. Raph stood there with so much anger his body shook and he couldn't see straight. His master had commanded him not to jump in. He said that this was Leo's fight, but that was wrong. She had hurt his master, could have killed him were it not for Asha, and that alone made the fight belong to all of them. Then again, Raph knew what kind of older brother he had. The atmosphere had changed, and this was a sword fight between two skilled opponents. If he jumped in, it would be seen as unfair and his brother's pride and honor would be wounded. Raph swallowed hard. It wasn't in his blood to stand by idly while there was fighting to be done, but he stood by just the same. His own warrior's honor and code taking precedence for once over his emotions.

Asha recovered but did not rejoin the fray. Like everyone else present, she sensed the change in mood for this fight. It had become a sword fight between two masters. As much as she hated her, Asha was never one to deny skill and mastery when she came across it. Karai was a master, had to be to hold her own against a fighter the likes of Leonardo, with his augmented strength to boot. Asha saw that Leo was content for the moment not to overwhelm Karai with that strength. He was allowing his prowess to speak for itself. He was proving to her he was her better. His eyes shone out, almost glowed in the darkness. Among his other thoughts and feelings, he seemed to be enjoying the opportunity to put all his hours of training to the test. Leo had been fighting all night long, yet still moved with a grace and skill that awed Asha. The way his muscles stood out like thick cords on his neck and shoulders, his large thighs quivered with the effort of his quick strikes, blocks and parries. She understood now why he was the leader. His level of control under the circumstances was beyond admirable. Asha decided then and there, that if she could and if he would have her, she would submit herself to him utterly.

Karai was near to collapsing. This was the second mutant she was fighting tonight and she had never been tested so thoroughly, not even when she used to spar with her fath- the Shredder. The other one, Asha was skilled beyond what she would have thought and strong willed. To be fighting with broken ribs, to be moving with broken ribs was a testament to that strength. She now understood why Rocksteady had been killed. He had brute strength, but was weak-willed and would have caved under the pressure of an injury such as the one Asha sustained. When she kicked Asha, Karai felt the complete give under her as she connected with already damaged goods. Yet, as she saw from the edge of her vision, Asha was standing and doing little more than readjusting her meager wrappings. Her breathing seemed extremely shallow and every once and again she winced, but that was it. Karai also saw something else she didn't like at all. It was the way Asha was looking at Leo. It was downright predatory but not in a bad way. She was looking at him like she admired him, like she wanted him or something. A brand new emotion washed over Karai, one that she didn't think she had ever felt before, jealousy. Simple female possessive catty jealousy, and it was to be her undoing.

For the briefest of moments, the fractions of seconds she had taken her eyes off of Leo's swords. She blocked the one coming overhead, but didn't react in time to catch the other, and then she felt it. It went through her, she was impaled on it. It began as a small burning sensation, and then bloomed into a searing intolerable pain. Her own sword fell from her hand, clattering to the ground in a flat harsh note. It wouldn't sing anymore. It would cut down no more enemies. She felt her body go numb then go limp as the feeling and life drained from her. Her consciousness was still intact as she inhaled every scent, saw every color vividly, and heard every sound clearly. Uncannily, her vision filled with the sight of his face. She expected to hit the ground but he was cradling her, laying her down with a gentleness that twisted her heart and broke it. He was looking at her intently and his expression was one of sorrow that she had seen so many nights on the water tower. She reached up feebly and grazed her fingertips over his cheeks. He blinked and flinched, but just slightly. Karai thought he might cry but no tears fell. Why would he cry for her? He had no reason to be sorrowful. She would have been gloating had the roles been switched. Then to her surprise he wore another look, one that she despised. It was pity. Anger flared in her and she spit in his face. He didn't even blink, he just kept looking at her with that stupid look she hated. In her final moments the last thing she wanted was pity. She swallowed hard. Her mouth was very dry and her extremities were getting cold. She willed herself to speak.

"I…I'm s-sorry L-Leonardo." She spoke slowly trying hard to form the words. He tried to shush her but she grimaced in protest. He let her speak without interrupting.

"F-Foolish, I w-was foolish. About e-everything." She squeezed her eyes shut.

"F-forgive me." The last words were whispered. The light in her eyes faded and her body went limp in his hands. Carefully, he laid her on the ground and closed her eyes for her. He stood and closed his own eyes. The fighting now over, his body shook as the adrenaline decreased in his blood stream. Slowly he was beginning to feel his various injuries and his fatigue was setting in fast. He rolled his shoulders and fought back a tide of emotion that threatened to not only wash over him, but carry him out helplessly to sea. It was his first kill. It was horrible and it was wonderful also. The mutants he didn't count. They needed to be put out of their misery, because that was all they were going to face for the rest of what would pass as their lives. This was different. Karai was human. She had tested his limits and he passed. It was bittersweet to say the least of it. This was ultimate closure, and the finality of her ending drained the last of his venom and hatred. She would not be a phantom in the night like her master. He and his brothers would not wonder if she were truly dead.

Leonardo felt a hand on his shoulder that gradually turned into arms that wrapped him in an embrace. It was Raphael. The sibling rivalries forgotten. Raph drew his brother in close and said nothing. So out of the ordinary this was, at first Leo resisted but when he looked up into his brothers eyes and saw an expression of both pain but pride swelling in his chest, Leo relented and almost fell into Raph's arms. He stayed in that position, Raph patting his shell.

At no other time since they were little kids, had Raphael felt more pride for his brother than right now. He glanced down at Karai's body and wanted to kick her or something, but honor stopped him. He would not disgrace Leo's victory with petty acts of unnecessary retribution. Instead, he finally released his brother from his grasp. Raph knelt down beside the dead kunoichi. Leo tensed, thinking his brother would kick her or something, but Raph was full of surprises tonight. He instead picked up her sword, found her sheath and handed both to his brother while slightly bowing his head.

"What? What are you doing Raph? I don't want that."

"You earned it. I saw it in a movie once and I liked the idea. When two warrior's fight to the death, the other one earns his weapon. It's a sign of respect or something like that." Raph said shrugging his large shoulders. He hoped Leo wouldn't reject the idea. Slowly Leo reached out and grasped it. Raph let out a small sigh of relief.

"I know that was difficult for you my son." At the sound of his master's voice Leo whirled around, concern etched on his face.

"Master, I'm sorry. Are you alright? We need to get you back to the lair!" Leo said grabbing his father gently by the shoulders and looking at his tail, which Splinter had wrapped around his body. Donnie had once again done the impossible and did an emergency bandage job. It seemed to stem the tide of blood good enough for now.

Asha stood aloof, not wanting to infringe on a moment so sacred and important. She was not yet family, her motives not necessarily altruistic. She felt a little cheated out of her revenge, but as she looked at Leonardo with his family it could be forgiven. Then they started to leave. They were making their way to a nearby manhole, Mikey and Donnie carrying master Splinter between them. She stood, thinking about where she would go next. She would not return to Philly. There were too many bad memories there, and her only family and friend had been killed. She was aimless, lost, homeless, and really without purpose. Maybe she would make it her life's work to hunt down and kill Shredder and crush the Foot. Maybe. She looked over at the group with a sense of longing, but knowing her place was not with them. They hadn't really wanted her around, it was simply a matter of circumstance that she had been with them at all. Suddenly, Leonardo looked up in her direction. They studied each other for a moment, sharing a silent acknowledgment of mutual respect. Then he smiled a brilliant smile that touched his eyes. His resilience, all of their collective resilience was astounding. He beckoned her over.

"You coming, or nah?" He waited patiently with a smile for her response.

"Nah." She said grinning like a fool from ear to ear, and hobbling towards the group holding her side. When she reached them, he put an arm around her companionably and helped her down the ladder into the sewer below. As they walked on in silence everyone was in thoughtful recollection of the events that unfolded. Everyone apparently except for Mikey who began to sing.

_In the jungle the mighty jungle_

_The lion sleeps toniiiiight_

_In the jungle the mighty jungle _

_The lion sleeps toniiiight_

_Aweembaway aweembaway_

"Shut up Mikey," they all chorused, even Splinter and then they all dissolved into fits of laughter and coughing as Mikey continued to sing.

**A/N: I hope you enjoyed the story. I may do an epilogue just to wrap up some loose ends and fill in some blanks. It will either be as a very last chapter, or perhaps a series of one shots and snippets to flesh out more of the characters. I do want to explore Asha and Leo's potential as a couple. Those will certainly be more lighthearted one shots. Once again thanks so much for the views, follows, and favorites. It means a lot.**


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